Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Jun. 30, 2014 | Aug. 04, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'EXIDE TECHNOLOGIES | ' |
Entity Central Index Key | '0000813781 | ' |
Current Fiscal Year End Date | '--03-31 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Jun-14 | ' |
Document Fiscal Year Focus | '2015 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Amendment Flag | 'false | ' |
Entity Common Stock, Shares Outstanding | ' | 79,077,274 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | |||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | ||
Income Statement [Abstract] | ' | ' | ||
Net sales | $651,585 | $682,242 | ||
Cost of sales | 577,493 | 606,203 | ||
Gross profit | 74,092 | 76,039 | ||
Selling and administrative expenses | 89,628 | 92,169 | ||
Restructuring and impairments, net | 2,682 | [1] | 8,724 | [1] |
Operating loss | -18,218 | -24,854 | ||
Other expense, net | 696 | 5,165 | ||
Interest expense, net | 33,260 | 21,356 | ||
Loss before reorganization items, net | -52,174 | -51,375 | ||
Reorganization items, net | 17,604 | 39,538 | ||
Loss before reorganization items, net | -69,778 | -90,913 | ||
Income tax provision | 1,605 | 309 | ||
Net loss | -71,383 | -91,222 | ||
Net loss attributable to noncontrolling interests | -162 | -89 | ||
Net loss attributable to Exide Technologies | ($71,221) | ($91,133) | ||
Loss per share | ' | ' | ||
Basic (in dollars per share) | ($0.91) | ($1.18) | ||
Diluted (in dollars per share) | ($0.91) | ($1.18) | ||
Weighted average shares | ' | ' | ||
Basic (in shares) | 78,239 | 77,545 | ||
Diluted (in shares) | 78,239 | 77,545 | ||
[1] | See Note 13 to the Consolidated Financial Statements. |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' |
Net loss | ($71,383) | ($91,222) |
Other comprehensive loss: | ' | ' |
Foreign currency translation adjustment | -109 | -519 |
Change in defined benefit liabilities, net | -140 | 66 |
Total comprehensive loss | -71,632 | -91,675 |
Comprehensive loss attributable to noncontrolling interests | -162 | -89 |
Comprehensive loss attributable to Exide Technologies | ($71,470) | ($91,586) |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Jun. 30, 2014 | Mar. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $53,597 | $103,711 |
Accounts receivable, net | 453,576 | 495,447 |
Inventories | 530,895 | 483,218 |
Prepaid expenses and other current assets | 52,104 | 47,874 |
Deferred income taxes | 16,833 | 16,339 |
Total current assets | 1,107,005 | 1,146,589 |
Property, plant and equipment, net | 568,600 | 576,412 |
Other assets: | ' | ' |
Goodwill and intangibles, net | 140,680 | 142,381 |
Deferred income taxes | 114,634 | 116,736 |
Other noncurrent assets | 42,943 | 50,670 |
Total other assets | 298,257 | 309,787 |
Total assets | 1,973,862 | 2,032,788 |
Current liabilities: | ' | ' |
Short-term borrowings | 16,539 | 4,058 |
Current maturities of long-term debt | 302,983 | 288,386 |
Accounts payable | 246,892 | 268,828 |
Accrued expenses | 260,464 | 263,904 |
Deferred income taxes | 4,373 | 4,435 |
Total current liabilities | 831,251 | 829,611 |
Long-term debt | 15,608 | 15,533 |
Noncurrent retirement obligations | 163,884 | 166,692 |
Deferred income taxes | 24,882 | 25,332 |
Other noncurrent liabilities | 63,412 | 64,493 |
Liabilities not subject to compromise | 1,099,037 | 1,101,661 |
Liabilities subject to compromise | 965,733 | 950,643 |
STOCKHOLDERS’ DEFICIT | ' | ' |
Preferred stock, $0.01 par value, 1,000 shares authorized, 0 shares issued and outstanding | 0 | 0 |
Common stock, $0.01 par value, 200,000 shares authorized, 79,078 and 79,078 shares issued and outstanding | 791 | 791 |
Additional paid-in capital | 1,140,090 | 1,139,850 |
Accumulated deficit | -1,228,345 | -1,157,124 |
Accumulated other comprehensive loss | -11,698 | -11,449 |
Total stockholders’ deficit attributable to Exide Technologies | -99,162 | -27,932 |
Noncontrolling interests | 8,254 | 8,416 |
Total stockholders’ deficit | -90,908 | -19,516 |
Total liabilities and Debtors' equity | $1,973,862 | $2,032,788 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Jun. 30, 2014 | Mar. 31, 2014 |
Statement of Financial Position [Abstract] | ' | ' |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 79,078,000 | 79,078,000 |
Common stock, shares outstanding | 79,078,000 | 79,078,000 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | ||
Cash Flows From Operating Activities: | ' | ' | ||
Net loss | ($71,383) | ($91,222) | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | ||
Depreciation and amortization | 20,484 | 20,491 | ||
Loss (gain) on asset sales / impairments, net | -623 | 23 | ||
Non-cash reorganization items | 0 | 12,106 | ||
Deferred income taxes | 685 | -12,555 | ||
Provision for doubtful accounts | 687 | 534 | ||
Non-cash stock compensation | 251 | 855 | ||
Amortization of deferred financing costs | 8,685 | 2,372 | ||
Currency remeasurement loss | 688 | [1] | 5,609 | [1] |
Changes in assets and liabilities: | ' | ' | ||
Receivables | 40,423 | 675 | ||
Inventories | -48,542 | 6,092 | ||
Other current assets | -4,282 | -11,953 | ||
Payables | -14,906 | -122,194 | ||
Accrued expenses | 12,004 | 26,672 | ||
Other noncurrent liabilities | -3,688 | 1,347 | ||
Other, net | 716 | -4,198 | ||
Net cash used in operating activities | -58,801 | -165,346 | ||
Cash Flows From Investing Activities: | ' | ' | ||
Capital expenditures | -23,591 | -18,930 | ||
Proceeds from asset sales | 7,102 | 529 | ||
Net cash used in investing activities | -16,489 | -18,401 | ||
Cash Flows From Financing Activities: | ' | ' | ||
Increase in short-term borrowings | 26,995 | 1,043 | ||
Increase (decrease) in other debt | -299 | 176,600 | ||
Financing fees and other | -1,672 | -25,628 | ||
Net cash provided by financing activities | 25,024 | 152,015 | ||
Effect of exchange rate changes on cash and cash equivalents | 152 | -802 | ||
Net decrease in cash and cash equivalents | -50,114 | -32,534 | ||
Cash and cash equivalents, beginning of period | 103,711 | 104,289 | ||
Cash and cash equivalents, end of period | 53,597 | ' | ||
Cash paid during the period: | ' | ' | ||
Interest | 9,773 | 3,291 | ||
Income taxes (net of refunds) | $2,023 | $4,635 | ||
[1] | The currency remeasurement loss related primarily to intercompany loans to foreign subsidiaries denominated in Euros, Australian dollars, and various other foreign currencies. |
Proceedings_Under_Chapter_11_o
Proceedings Under Chapter 11 of The Bankruptcy Code | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Reorganizations [Abstract] | ' | |||||||
PROCEEDINGS UNDER CHAPTER 11 OF THE BANKRUPTCY CODE | ' | |||||||
PROCEEDINGS UNDER CHAPTER 11 OF THE BANKRUPTCY CODE | ||||||||
Reorganization under Chapter 11 of the U.S. Bankruptcy Code | ||||||||
The Consolidated Financial Statements include the accounts of Exide Technologies (referred to together with its subsidiaries, unless the context requires otherwise, as "Exide" or the "Company") and all of its majority-owned subsidiaries. Unless otherwise indicated or unless the context otherwise requires, references to "fiscal year" refer to the period ended March 31 of that year (e.g. "fiscal 2015" refers to the period beginning April 1, 2014 and ending March 31, 2015). | ||||||||
On June 10, 2013 (“Petition Date”), Exide Technologies ("Debtor") filed a voluntary petition for relief (“Chapter 11 Case”)under Chapter 11 of the United States Bankruptcy Code (“Bankruptcy Code” or “Chapter 11”), in the United States Bankruptcy Court for the District of Delaware (“Bankruptcy Court”) under the caption In re Exide Technologies, case number 13-11482. The Company's subsidiaries, foreign and domestic, have been excluded from the Chapter 11 Case, continue to operate their businesses without supervision from the Bankruptcy Court, and are not subject to the requirements of the Bankruptcy Code. | ||||||||
The Company filed for reorganization under Chapter 11 as it offered the most efficient alternative to restructure the Company's balance sheet and access new working capital while continuing to operate in the ordinary course. Factors leading to the reorganization included the Company's significant debt burden, the adverse impact of economic conditions on the Company's markets, particularly the U.S. and European markets, ongoing competitive pressures, loss of key customers over several years, the unplanned production shut down of one of the Company's facilities, and higher commodity costs including lead and purchased spent batteries. These factors contributed to higher costs and lower revenues and have resulted in significant operating losses and material adverse reductions in cash flows, severely affecting the Company's financial condition and its ability to make debt payments coming due. Downgrades of the Company's credit rating and loss of credit insurance used by certain suppliers adversely affected supplier trade credit terms, further impacting the Company's liquidity. | ||||||||
Exide is currently operating as a Debtor-in-Possession ("DIP") under the jurisdiction of the Bankruptcy Court and the applicable provisions of the Bankruptcy Code. In general, as a DIP, Exide is authorized to continue to operate as an ongoing business but may not engage in transactions outside the ordinary course of business without the prior approval of the Bankruptcy Court. | ||||||||
Exide received Bankruptcy Court approval for, among other things, access to a $500.0 million DIP financing facility ("DIP Credit Facility") on the terms set forth in the Amended and Restated Superpriority Debtor-in-Possession Credit Agreement ("DIP Credit Agreement"), the ability to pay pre-petition and post-petition employee wages, salaries and benefits, and to honor customer warranty, sales returns and rebate obligations. Subsequent to the Petition Date, the Company received approval from the Bankruptcy Court to pay or otherwise honor certain pre-petition obligations generally designed to stabilize the Company's operations including employee obligations, taxes, and from limited available funds, pre-petition claims of certain critical vendors, certain customer programs, limited foreign supplier obligations, adequate protection payments, and certain other pre-petition claims. Additionally, the Company has been paying and intends to continue to pay undisputed post-petition obligations in the ordinary course of business. | ||||||||
The DIP Credit Facility is used to supplement cash flows from operations during the reorganization process including the payment of post-petition ordinary course trade and other payables, the payment of certain permitted pre-petition claims, working capital needs, letter of credit requirements, and other general corporate purposes. The DIP Credit Facility contains certain financial covenants. Failure to maintain compliance with these covenants would result in an event of default which would restrict the availability of funds necessary to maintain the Company's operations and assist in funding the Company's reorganization plans. | ||||||||
The Chapter 11 petition triggered defaults on substantially all debt obligations of the Company and, as a result, the Company's senior secured notes and convertible notes have been accelerated and are due and payable. Under Section 362 of the Bankruptcy Code, actions to collect pre-petition indebtedness, as well as most other pending litigation, are stayed. Absent an order of the Bankruptcy Court, substantially all pre-petition liabilities are subject to settlement under a plan of reorganization approved by the Bankruptcy Court. There can be no assurance that a plan will be proposed by the Company or confirmed by the Bankruptcy Court or that any such plan will be successfully implemented. | ||||||||
On August 9, 2013, the Company filed with the Bankruptcy Court schedules and statements of financial affairs setting forth, among other things, the assets and liabilities of the Company as shown by the Company's books and records on the petition date, subject to the assumptions contained in certain notes filed in connection therewith. The schedules and statements of financial affairs are subject to further amendment or modification. On September 13, 2013, the Bankruptcy Court entered an order which, among other things, established October 31, 2013, as the general bar date for filing claims and December 9, 2013 as the bar date for claims by certain governmental authorities. The claims bar date order was supplemented by a further order on October 24, 2013 extending the bar date to January 31, 2014 solely with respect to personal injury claims related to the Company's secondary lead recycling facility in Vernon, California. As the distribution to holders of allowed claims will likely be addressed by a plan of reorganization that has not yet been filed, the amount of distribution with respect to allowed claims is not presently ascertainable. | ||||||||
At this time it is not possible to predict the ultimate effect of the Chapter 11 reorganization on our business, various creditors and security holders, or when it may be possible to emerge from Chapter 11. The Company believes that under any reorganization plan the Company's common stock would likely be substantially diluted or canceled in its entirety. Accordingly, the Company urges that caution be exercised with respect to existing and future investments in any of these securities or other Company claims. In addition, the Company's common stock has been delisted from trading on the Nasdaq Stock Market ("NASDAQ"). Further, it is also expected that the Company's senior secured notes and convertible notes will suffer substantial impairment. | ||||||||
The Consolidated Financial Statements have been prepared on a going concern basis, which assumes continuity of operations and realization of assets and satisfaction of liabilities in the ordinary course of business. The ability of the Company to continue as a going concern is predicated upon, among other things, the confirmation of a reorganization plan, compliance with the provisions of the DIP Credit Agreement, the ability of the Company to generate cash flows from operations, and where necessary, obtaining financing sources sufficient to satisfy future obligations. As a result of the Chapter 11 filing, and consideration of various strategic alternatives, including possible assets sales, the Company expects that any reorganization plan will likely result in material changes to the carrying amount of assets and liabilities in the Consolidated Financial Statements. Given this uncertainty there is substantial doubt about our ability to continue as a going concern. | ||||||||
The Consolidated Financial Statements do not include adjustments, if any, to reflect the possible future effects on the recoverability and classification of recorded assets or the amounts and classifications of liabilities that may result from the outcome of these uncertainties. | ||||||||
Reorganization Costs: | ||||||||
Reorganization items included in the Consolidated Financial Statements included costs directly related to the Chapter 11 proceedings, as follows: | ||||||||
Three Months Ended | ||||||||
30-Jun-14 | 30-Jun-13 | |||||||
(In thousands) | ||||||||
Professional fees | $ | 17,604 | $ | 24,033 | ||||
Write off debt financing costs/other | — | 12,106 | ||||||
Other direct costs | — | 3,399 | ||||||
Total | $ | 17,604 | $ | 39,538 | ||||
Liabilities Subject To Compromise: | ||||||||
The amounts of the various liabilities that are subject to compromise are set forth below. These amounts represent the Company's estimate of known or potential pre-petition claims to be resolved in connection with the Chapter 11 proceedings. Such claims remain subject to future adjustments which may result from: (i) negotiations; (ii) actions of the Bankruptcy Court; (iii) disputed claims; (iv) rejection of executory contracts and unexpired leases; (v) the determination as to the value of any collateral securing claims; (vi) proofs of claim; or (vii) other events. Such future adjustments will likely be material. Liabilities subject to compromise included the following: | ||||||||
30-Jun-14 | 31-Mar-14 | |||||||
(In thousands) | ||||||||
Debt | $ | 787,702 | $ | 788,376 | ||||
Accrued interest | 26,352 | 10,515 | ||||||
Accounts payable | 73,370 | 72,275 | ||||||
Retirement obligations | 52,861 | 52,864 | ||||||
Restructuring reserve | 6,785 | 7,274 | ||||||
Other accrued liabilities | 18,663 | 19,339 | ||||||
Total | $ | 965,733 | $ | 950,643 | ||||
While operating as a DIP under Chapter 11 of the Bankruptcy Code, the Debtor may sell, otherwise dispose of, or liquidate assets, or settle liabilities, subject to the approval of the Bankruptcy Court or otherwise as permitted in the ordinary course of business, in amounts other than those reflected in the Consolidated Financial Statements. Moreover, a plan of reorganization could materially change the amounts and classifications of assets and liabilities in the historical Consolidated Financial Statements. | ||||||||
Basis of Presentation | ||||||||
The Consolidated Financial Statements are presented in accordance with the requirements of Form 10-Q and, consequently, do not include all of the disclosures normally required by U.S. generally accepted accounting principles (“GAAP”) or those disclosures normally made in the Company’s annual report on Form 10-K. Accordingly, the reader of this Form 10-Q should refer to the Company’s annual report on Form 10-K for the fiscal year ended March 31, 2014 for further information. | ||||||||
The financial information has been prepared in accordance with the Company’s customary accounting practices. In the Company’s opinion the accompanying Consolidated Financial Statements include all adjustments of a normal recurring nature necessary for a fair statement of the results of operations, comprehensive loss, financial position, and cash flows for the periods presented. This includes accounting and disclosures related to any subsequent events occurring from the balance sheet date through the date the Consolidated Financial Statements were issued. | ||||||||
Recently Issued Accounting Pronouncements | ||||||||
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). This update represents a new comprehensive revenue recognition model to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance will be effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. The guidance will be applied with a full retrospective or modified retrospective approach. The Company will adopt this standard in the first quarter ending June 30, 2017. The Company does not expect the standard to have a material impact on the Company's consolidated financial position or results of operations. |
Debtors_Financial_Statements
Debtor's Financial Statements | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | ' | |||||||
DEBTOR FINANCIAL STATEMENTS | ' | |||||||
DEBTOR'S FINANCIAL STATEMENTS | ||||||||
The financial statements reflect the results of operations, financial position, and cash flows of the Debtor only, including certain amounts and activities between Debtor and non-Debtor subsidiaries of the Company, which were eliminated in the Consolidated Financial Statements. | ||||||||
Debtor's Statements of Operations | ||||||||
Three Months Ended | ||||||||
June 30, 2014 | June 30, 2013 | |||||||
(In thousands) | ||||||||
Net sales | $ | 269,578 | $ | 302,284 | ||||
Cost of sales | 251,714 | 277,457 | ||||||
Gross profit | 17,864 | 24,827 | ||||||
Selling and administrative expenses | 37,009 | 40,507 | ||||||
Restructuring and impairments, net | 255 | 7,634 | ||||||
Operating loss | (19,400 | ) | (23,314 | ) | ||||
Other (income) expense, net | 1,353 | (22,916 | ) | |||||
Loss in net earnings of subsidiaries | 4,236 | 31,316 | ||||||
Interest expense, net | 29,066 | 18,147 | ||||||
Loss before reorganization items, net | (54,055 | ) | (49,861 | ) | ||||
Reorganization items, net | 17,166 | 39,068 | ||||||
Loss before income taxes | (71,221 | ) | (88,929 | ) | ||||
Income tax provision | — | 2,204 | ||||||
Net loss attributable to Debtor | $ | (71,221 | ) | $ | (91,133 | ) | ||
Debtor's Balance Sheet | ||||||||
June 30, 2014 | March 31, 2014 | |||||||
(In thousands) | ||||||||
ASSETS | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 4,511 | $ | 17,349 | ||||
Accounts receivable, net | 124,359 | 133,384 | ||||||
Non-Debtor receivables | 47,704 | 40,550 | ||||||
Inventories | 207,769 | 196,129 | ||||||
Prepaid expenses and other current assets | 36,808 | 37,594 | ||||||
Total current assets | 421,151 | 425,006 | ||||||
Property, plant and equipment, net | 226,156 | 228,297 | ||||||
Other assets: | ||||||||
Investments in non-Debtor subsidiaries | 396,052 | 400,048 | ||||||
Non-Debtor loans | 222,881 | 240,505 | ||||||
Other noncurrent assets | 74,305 | 84,734 | ||||||
Total other assets | 693,238 | 725,287 | ||||||
Total assets | $ | 1,340,545 | $ | 1,378,590 | ||||
LIABILITIES AND DEBTOR'S DEFICIT | ||||||||
Current liabilities: | ||||||||
Current maturities of long-term debt | $ | 299,692 | $ | 284,625 | ||||
Accounts payable and accrued expenses | 115,047 | 110,812 | ||||||
Total current liabilities | 414,739 | 395,437 | ||||||
Other noncurrent liabilities | 59,235 | 60,442 | ||||||
Liabilities not subject to compromise | 473,974 | 455,879 | ||||||
Liabilities subject to compromise | 965,733 | 950,643 | ||||||
DEBTOR'S DEFICIT | ||||||||
Total Debtor's deficit | (99,162 | ) | (27,932 | ) | ||||
Total liabilities and Debtor's deficit | $ | 1,340,545 | $ | 1,378,590 | ||||
Debtor's Statements of Cash Flows | ||||||||
Three Months Ended | ||||||||
June 30, 2014 | June 30, 2013 | |||||||
(In thousands) | ||||||||
Cash Flows From Operating Activities: | ||||||||
Net cash used in operating activities | $ | (18,935 | ) | $ | (143,029 | ) | ||
Cash Flows From Investing Activities: | ||||||||
Capital expenditures | (6,871 | ) | (6,372 | ) | ||||
Proceeds from asset sales | 12 | — | ||||||
Net cash used in investing activities | (6,859 | ) | (6,372 | ) | ||||
Cash Flows From Financing Activities: | ||||||||
Increase in short-term borrowings | 15,067 | — | ||||||
Increase (decrease) in other debt | (451 | ) | 173,329 | |||||
Financing fees and other | (1,660 | ) | (25,628 | ) | ||||
Net cash provided by financing activities | 12,956 | 147,701 | ||||||
Effect of exchange rate changes on cash and cash equivalents | — | (35 | ) | |||||
Net decrease in cash and cash equivalents | (12,838 | ) | (1,735 | ) | ||||
Cash and cash equivalents, beginning of period | 17,349 | 26,419 | ||||||
Cash and cash equivalents, end of period | $ | 4,511 | $ | 24,684 | ||||
Stockholders_Deficit
Stockholders' Deficit | 3 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||||||||||
STOCKHOLDERS' EQUITY | ' | |||||||||||||||||||||||
STOCKHOLDERS’ DEFICIT | ||||||||||||||||||||||||
The stockholders’ deficit accounts for both the Company and noncontrolling interests consisted of the following: | ||||||||||||||||||||||||
Common | Additional | Accumulated Deficit | Accumulated Other Comprehensive Loss | Noncontrolling | Total Stockholders’ Deficit | |||||||||||||||||||
Stock | Paid-in | Interests | ||||||||||||||||||||||
Capital | ||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
As of March 31, 2014 | $ | 791 | $ | 1,139,850 | $ | (1,157,124 | ) | $ | (11,449 | ) | $ | 8,416 | $ | (19,516 | ) | |||||||||
Net loss | — | — | (71,221 | ) | — | (162 | ) | (71,383 | ) | |||||||||||||||
Defined benefit plans, net of tax $16 | — | — | — | (140 | ) | — | (140 | ) | ||||||||||||||||
Translation adjustment | — | — | — | (109 | ) | — | (109 | ) | ||||||||||||||||
Common stock issuance/other | — | (11 | ) | — | — | (11 | ) | |||||||||||||||||
Stock compensation | — | 251 | — | — | — | 251 | ||||||||||||||||||
As of June 30, 2014 | $ | 791 | $ | 1,140,090 | $ | (1,228,345 | ) | $ | (11,698 | ) | $ | 8,254 | $ | (90,908 | ) | |||||||||
The accumulated other comprehensive loss, net of tax, consisted of the following: | ||||||||||||||||||||||||
Defined Benefit Plans (a) | Cumulative Translation Adjustment | Total | ||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
As of March 31, 2014 | $ | (71,417 | ) | $ | 59,968 | $ | (11,449 | ) | ||||||||||||||||
Other comprehensive income (loss) before reclassifications | 594 | (109 | ) | 485 | ||||||||||||||||||||
Amounts reclassified from AOCI | (734 | ) | — | (734 | ) | |||||||||||||||||||
Net change in other comprehensive loss | (140 | ) | (109 | ) | (249 | ) | ||||||||||||||||||
As of June 30, 2014 | $ | (71,557 | ) | $ | 59,859 | $ | (11,698 | ) | ||||||||||||||||
(a) See Note 10 to the Consolidated Financial Statements. |
Goodwill_and_Intangibles_Net
Goodwill and Intangibles, Net | 3 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
GOODWILL AND INTANGIBLE ASSETS, NET | ' | |||||||||||||||||||||||
GOODWILL AND INTANGIBLES, NET | ||||||||||||||||||||||||
Goodwill and intangibles, net consisted of the following: | ||||||||||||||||||||||||
Goodwill | Trademarks | Trademarks | Customer | Technology | Total | |||||||||||||||||||
(not subject to | and | and | Relationships | |||||||||||||||||||||
amortization) | Tradenames | Tradenames | ||||||||||||||||||||||
(not subject to | (subject to amortization) | |||||||||||||||||||||||
amortization) | ||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
As of June 30, 2014: | ||||||||||||||||||||||||
Gross amount | $ | 917 | $ | 61,564 | $ | 14,003 | $ | 107,923 | $ | 26,051 | $ | 210,458 | ||||||||||||
Accumulated amortization | — | — | (11,230 | ) | (45,441 | ) | (13,107 | ) | (69,778 | ) | ||||||||||||||
Total | $ | 917 | $ | 61,564 | $ | 2,773 | $ | 62,482 | $ | 12,944 | $ | 140,680 | ||||||||||||
As of March 31, 2014: | ||||||||||||||||||||||||
Gross amount | $ | 916 | $ | 61,532 | $ | 13,996 | $ | 107,993 | $ | 26,030 | $ | 210,467 | ||||||||||||
Accumulated amortization | — | — | (10,961 | ) | (44,349 | ) | (12,776 | ) | (68,086 | ) | ||||||||||||||
Total | $ | 916 | $ | 61,532 | $ | 3,035 | $ | 63,644 | $ | 13,254 | $ | 142,381 | ||||||||||||
Amortization of intangible assets for both the three months ended June 30, 2014 and 2013 was $1.7 million, respectively. Excluding the impact of any future acquisitions, if any, the Company anticipates annual amortization of intangible assets for each of the next five years to be approximately $6.4 million. Intangible assets have been recorded at the legal entity level and are subject to foreign currency fluctuation. |
Inventories
Inventories | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
INVENTORIES | ' | |||||||
INVENTORIES | ||||||||
Inventories, valued using the first in, first out method, consisted of the following: | ||||||||
30-Jun-14 | 31-Mar-14 | |||||||
(In thousands) | ||||||||
Raw materials | $ | 104,601 | $ | 94,694 | ||||
Work-in-process | 130,529 | 115,731 | ||||||
Finished goods | 295,765 | 272,793 | ||||||
Total | $ | 530,895 | $ | 483,218 | ||||
Other_Noncurrent_Assets
Other Noncurrent Assets | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ' | |||||||
OTHER NONCURRENT ASSETS | ' | |||||||
OTHER NONCURRENT ASSETS | ||||||||
Other noncurrent assets consisted of the following: | ||||||||
30-Jun-14 | 31-Mar-14 | |||||||
(In thousands) | ||||||||
Deposits (a) | $ | 3,747 | $ | 4,040 | ||||
Deferred financing costs | 7,745 | 14,773 | ||||||
Investment in affiliates | 540 | 549 | ||||||
Capitalized software, net | 3,624 | 3,864 | ||||||
Retirement plans | 16,917 | 14,941 | ||||||
Other | 10,370 | 12,503 | ||||||
Total | $ | 42,943 | $ | 50,670 | ||||
(a) Deposits principally represent amounts held by beneficiaries as cash collateral for the Company’s contingent obligations with respect to certain environmental matters, workers' compensation insurance, and operating lease commitments. |
Debt
Debt | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
DEBT | ' | |||||||
DEBT | ||||||||
At June 30, 2014 and March 31, 2014 short-term borrowings of $16.5 million and $4.1 million, respectively, consisted of borrowings under various operating lines of credit and working capital facilities maintained by certain of the Company’s non-U.S. subsidiaries. Certain of these borrowings are collateralized by receivables, inventories, and/or property. These borrowing facilities are typically for one-year renewable terms and generally bear interest at current local market rates plus up to one percent per annum. The weighted average interest rate on short-term borrowings was 7.1% at both June 30, 2014 and March 31, 2014, respectively. | ||||||||
Total long-term debt consisted of the following: | ||||||||
30-Jun-14 | 31-Mar-14 | |||||||
(In thousands) | ||||||||
DIP Credit Facility | $ | 299,692 | $ | 284,625 | ||||
Other, including capital lease obligations and other loans at interest rates generally ranging up to 7.7% due in installments through 2019 | 18,899 | 19,294 | ||||||
318,591 | 303,919 | |||||||
Current maturities | (302,983 | ) | (288,386 | ) | ||||
Total long-term debt | $ | 15,608 | $ | 15,533 | ||||
Total debt, including short-term borrowings, at June 30, 2014 and March 31, 2014 was $335.1 million and $308.0 million, respectively. | ||||||||
In connection with the Chapter 11 Case, the Bankruptcy Court has approved the DIP Credit Facility on the terms set forth in the DIP Credit Agreement. The DIP Credit Agreement provides for senior secured super priority DIP financing facilities in an aggregate amount of up to $500.0 million, consisting of a $225.0 million senior secured asset based revolving credit facility (the "ABL revolving credit facility"), subject to a borrowing base, and a $275.0 million "last out" term loan facility. Effective July 12, 2013, the DIP Credit Agreement was amended and restated to provide a $25.0 million swingline facility sub-limit, as well as the creation of two separate tranches in the $225.0 million revolver facility: (i) a $110.0 million facility under which only advances denominated in U.S. Dollars can be drawn; and (ii) a $115.0 million facility under which advances denominated in U.S. Dollars or Euros can be drawn. | ||||||||
Effective July 24, 2013, the DIP Credit Agreement was amended to permit an increase in the quarterly maximum capital expenditure limits of $25.0 million by $2.5 million should the preceding quarter’s EBITDA exceed 110.0% of the DIP budget, with the rolling four quarter maximum capital expenditures increased to $90.0 million for the four quarters ending after March 31, 2014. | ||||||||
Effective October 9, 2013, a second amendment provided additional flexibility to the Company with regard to certain non-core asset transactions and further clarified certain terms of the DIP Credit Agreement. The second amendment revised the definition of "Permitted Liens" to permit contractual encumbrances in connection with certain permitted dispositions under the DIP Credit Agreement. The second amendment further changed the definition of cumulative total adjusted operating cash flows to exclude the effect of Frisco Escrow Account receipts from cumulative total adjusted operating cash flows. | ||||||||
Effective May 28, 2014, the Company entered into the third amendment to the DIP Credit Agreement, which, among other things, extended to June 30, 2014 the milestone for the Company to file a plan of reorganization with the Bankruptcy Court. The third amendment increased the quarterly and rolling four quarter capital expenditure limits from $25.0 million and $90.0 million to $36.0 million and $120.0 million, respectively. The third amendment also excluded from the definition of "Capital Expenditure" expenditures made in connection with the replacement, substitution, restoration or repair of assets funded through the receipt of insurance proceeds or other compensation awards paid on account of a casualty loss. Finally, the third amendment increased the European factoring basket to Euro 100.0 million from Euro 75.0 million and expanded the subsidiaries whose receivables can be factored to include subsidiaries domiciled in Belgium, Denmark, Finland, Luxembourg, the Netherlands, Norway, and Sweden. | ||||||||
Effective June 27, 2014, the Company entered into the fourth amendment to the DIP Credit Agreement, which extended to July 31, 2014 the deadline for filing a plan of reorganization and eliminating the milestone related to soliciting acceptance of the plan of reorganization. The fourth amendment also increased to $85.0 million from $75.0 million the letters of credit sublimit. | ||||||||
Also, effective on June 27, 2014, the Company entered into the fifth amendment to the DIP Credit Agreement, which, among other things, extended to August 15, 2014 the date by which the Company is required to deliver annual audited financial statements and the related Compliance Certificate for the fiscal year of the Company ended March 31, 2014. | ||||||||
On July 22, 2014, the Company entered into the sixth amendment to the DIP Credit Agreement, which, among other things, sought to modify the DIP Credit Agreement as follows: | ||||||||
• | eliminate restrictions on capital expenditures, modify the definition of EBITDA and adjust the minimum EBITDA covenant to include the period October through November 2014 and address lower anticipated earnings through the end of calendar 2014; | |||||||
• | extend the maturity date of the loans made under the DIP Credit Agreement to December 31, 2014 ("the Extension Amendment") effective upon the satisfaction of certain conditions, including, among other things, the Company and members of the Unofficial Committee of Senior Secured Noteholders ("UNC") holding a majority in principal amount of the Company's Senior Secured Notes entering into a customary plan support agreement with respect to an Acceptable Plan of Reorganization, as that term is defined in the amended DIP Credit Agreement; and | |||||||
• | provide for $60.0 million in additional term loan financing (the "Upsizing Amendment"), which will be funded pursuant to a commitment letter executed by certain members of the Unofficial Committee of Senior Secured Noteholders (“UNC”) to provide additional term loan financing with net cash proceeds of $60.0 million, subject to satisfaction of certain conditions including approval by the Bankruptcy Court. | |||||||
On July 28, 2014, the Bankruptcy Court entered an order approving the Upsizing Amendment. | ||||||||
On July 25, 2014, the Company entered into the seventh amendment to the DIP Credit Agreement, which eliminated the milestone related to filing a plan of reorganization. | ||||||||
On June 30, 2014, the Company received a non-binding POR Proposal from the UNC, whose members hold a substantial majority of the term loan component of the DIP Credit Facility and pre-petition senior secured notes. The POR Proposal, which is subject to completion of definitive documentation and certain other conditions, including the resolution of matters relating to certain of the Company's environmental obligations in a manner satisfactory to the UNC, provides approximately $485.0 million in new capital, and is currently expected to be comprised of the following: | ||||||||
• | A preferred convertible equity capital commitment of approximately $300.0 million (a portion of which will be in the form of a rights offering backstopped by certain members of the UNC and another portion in the form of a direct investment by certain members of the UNC); | |||||||
• | A $185.0 million term loan or high yield bond issuance also backstopped by certain members of the UNC; and | |||||||
• | An asset based loan facility for which commitments would be obtained from potential lenders in conjunction with the plan confirmation process. | |||||||
While the Company continues to negotiate the POR Proposal, there can be no assurance at this time that the Company will be able to satisfy the conditions to the POR Proposal. | ||||||||
The maturity date of the loans made under the DIP Credit Agreement is the earliest to occur: (i) the date occurring 16 months following the closing date or December 31, 2014, assuming satisfaction of certain conditions in the sixth amendment to the DIP Credit Agreement including entering into a customary plan support agreement with respect to an Acceptable Plan of Reorganization; (ii) the effective date of the Debtor plan of reorganization; or (iii) the acceleration of such loans. The revolving loans bear interest at the rate of LIBOR plus 3.25% and the term loan bears interest at a rate of 9.0%. The obligations of the Borrowers under the DIP Credit Agreement are unconditionally guaranteed by certain material foreign subsidiaries. In addition, the U.S. Borrower unconditionally guarantees the obligations of the Foreign Borrower. Subject to certain exceptions, the obligations of the Borrowers and the guarantors under the DIP Credit Agreement and the other loan documents are secured by first priority liens on specified assets of the Borrowers and the foreign guarantors and 100.0% pledge of equity interests of certain of the Borrowers' direct and indirect subsidiaries. The DIP Credit Agreement required the Borrowers to comply with financial covenants as defined by the agreement relating to minimum liquidity, cumulative total adjusted operating cash flows, minimum cumulative EBITDA, and minimum twelve month trailing EBITDA. | ||||||||
Events of default under the DIP Credit Agreement include, among other things, failure to pay any principal, interest or other amounts due under the applicable credit agreement, breach of specific covenants, and a change of control of the Company. Upon an event of default, the requisite lenders may declare the outstanding obligations under the DIP Credit Agreement to be immediately due and payable and exercise other rights and remedies provided for thereunder. |
Interest_Expense_Net
Interest Expense, Net | 3 Months Ended |
Jun. 30, 2014 | |
Interest Expense [Abstract] | ' |
INTEREST EXPENSE, NET | ' |
INTEREST EXPENSE, NET | |
Interest income of $0.1 million and $0.3 million was included in interest expense, net for the three months ended June 30, 2014 and 2013, respectively. |
Other_Expense_Net
Other Expense, Net | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Other (Income) Expense, Net [Abstract] | ' | |||||||
OTHER (INCOME) EXPENSE, NET | ' | |||||||
OTHER EXPENSE, NET | ||||||||
Other expense, net consisted of the following: | ||||||||
Three Months Ended | ||||||||
30-Jun-14 | 30-Jun-13 | |||||||
(In thousands) | ||||||||
Currency remeasurement loss (a) | $ | 688 | $ | 5,609 | ||||
Other | 8 | (444 | ) | |||||
Total | $ | 696 | $ | 5,165 | ||||
(a) The currency remeasurement loss related primarily to intercompany loans to foreign subsidiaries denominated in Euros, Australian dollars, and various other foreign currencies. |
Employee_Benefits
Employee Benefits | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Compensation and Retirement Disclosure [Abstract] | ' | |||||||
EMPLOYEE BENEFITS | ' | |||||||
EMPLOYEE BENEFITS | ||||||||
The following tables set forth the plans’ expenses recognized in the Company’s Consolidated Financial Statements: | ||||||||
Pension Benefits | ||||||||
Three Months Ended | ||||||||
June 30, 2014 | June 30, 2013 | |||||||
(In thousands) | ||||||||
Components of net periodic benefit cost: | ||||||||
Service cost | $ | 528 | $ | 556 | ||||
Interest cost | 7,221 | 7,075 | ||||||
Expected return on plan assets | (7,839 | ) | (7,524 | ) | ||||
Amortization of: | ||||||||
Prior service cost | 17 | 16 | ||||||
Actuarial loss | 753 | 780 | ||||||
Net periodic benefit cost | $ | 680 | $ | 903 | ||||
Other Post-Retirement Benefits | ||||||||
Three Months Ended | ||||||||
30-Jun-14 | 30-Jun-13 | |||||||
(In thousands) | ||||||||
Components of net periodic benefit cost: | ||||||||
Service cost | $ | 196 | $ | 193 | ||||
Interest cost | 210 | 248 | ||||||
Amortization of: | ||||||||
Prior service cost | (123 | ) | (122 | ) | ||||
Actuarial loss | 87 | 170 | ||||||
Net periodic benefit cost | $ | 369 | $ | 489 | ||||
The estimated fiscal 2015 pension plan and other post-retirement plan contributions are $22.4 million and $1.7 million, respectively. The Company funded $4.9 million during three months ended June 30, 2014. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Jun. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
COMMITMENTS AND CONTINGENCIES | ' |
COMMITMENTS AND CONTINGENCIES | |
Private Party Lawsuits and other Legal Proceedings | |
In 2003, the Company served notices in the U.S. Bankruptcy Court for the District of Delaware to reject certain executory contracts with EnerSys, which the Company contended were executory, including a 1991 Trademark and Trade Name License Agreement (the “Trademark License”), pursuant to which the Company had licensed to EnerSys use of the “Exide” trademark on certain industrial battery products in the United States and 80 foreign countries. EnerSys objected to the rejection of certain of those contracts, including the Trademark License. In 2006, the Bankruptcy Court granted the Company's request to reject certain of the contracts, including the Trademark License. EnerSys appealed those rulings. On June 1, 2010, the Third Circuit Court of Appeals reversed the Bankruptcy Court ruling, and remanded to the lower courts, holding that certain of the contracts, including the Trademark License, were not executory contracts and, therefore, were not subject to rejection. On August 27, 2010, acting on the Third Circuit's mandate, the Bankruptcy Court vacated its prior orders and denied the Company's motion to reject the contracts on the grounds that the agreements are not executory. On September 20, 2010, the Company filed a complaint in the Bankruptcy Court seeking a declaratory judgment that EnerSys did not have enforceable rights under the Trademark License under Bankruptcy Code provisions which the Company believed are relevant to non-executory contracts. EnerSys filed a motion to dismiss that complaint, which the Bankruptcy Court granted on January 8, 2013. | |
On June 7, 2013, EnerSys Delaware Inc., formerly known as EnerSys, Inc. filed suit against the Company in the Court of Chancery for the State of Delaware seeking an accounting and restitution for alleged benefits received by the Company and alleged losses incurred by EnerSys allegedly as the result of the granting by the 2002 Bankruptcy Court in 2006 of an Order which allowed the Company to reject the Trademark License and use the licensed "Exide" trademark for Industrial battery products and the 2002 Bankruptcy Court's subsequent August 2010 Order vacating the 2006 Order and denying the Company's request to reject the Trademark License. On June 10, 2013, the Company filed a voluntary petition for reorganization pursuant to Chapter 11 of the U.S. Bankruptcy Code in the District of Delaware, and the suit filed by EnerSys Delaware Inc. was automatically stayed pursuant to Section 362(a)(1) of the Bankruptcy Code. | |
On April 15, 2013, David M. Loritz filed a purported class action lawsuit against the Company, James R. Bolch, Phillip A. Damaska, R. Paul Hirt, Jr., and Michael Ostermann alleging violations of certain federal securities laws. On May 3, 2013, Trevor Knopf filed a nearly identical complaint against the same named defendants in the same court. These cases were filed in the United States District Court for the Central District of California purportedly on behalf of purchasers of the Company's stock between February 9, 2012 and April 3, 2013. On June 4, 2013, James Cassella and Sandra Weitsman filed a substantially similar action in the same court, purportedly on behalf of those who purchased the Company's stock between June 1, 2011 and April 24, 2013, against the Company, Messrs. Bolch, Damaska, Hirt, and Louis E. Martinez. On July 9, 2013, Judge Stephen V. Wilson consolidated these cases under the Loritz v. Exide Technologies, Inc. caption, lead docket number 2:13-02607-SVW-E, and appointed Sandra Weitsman and James Cassella Lead Plaintiffs of the putative class of former Exide stockholders. Judge Wilson ordered Lead Plaintiffs to file their consolidated amended complaint on or before August 23, 2013. On July 17, 2013, Lead Plaintiffs voluntarily dismissed their claims against the Company, without prejudice, to re-file at a future date. Lead Plaintiffs have indicated that they intend to pursue their claims against the individual defendants during the pendency of Exide's bankruptcy and may seek to reinstate their claims against the Company when it emerges from bankruptcy. | |
On September 6, 2013, pursuant to an order extending the previous deadline, Lead Plaintiffs filed their Consolidated Amended Complaint, naming as defendants Messrs. James R. Bolch, Phillip A. Damaska, R. Paul Hirt, Jr., Louis E. Martinez, John P. Reilly, Herbert F. Aspbury, Michael R. D’Appolonia, David S. Ferguson, John O’Higgins, and Dominic J. Pilleggi. Lead Plaintiffs did not name Mr. Ostermann as a defendant in the Consolidated Amended Complaint. In the Consolidated Amended Complaint Lead Plaintiffs purport to state claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 on behalf of purchasers of the Company’s stock during the period June 1, 2011 and May 24, 2013. In addition, Lead Plaintiffs purport to state claims under Sections 10(b) and 20(a) of the Securities Exchange Act and Sections 11 and 15 of the Securities Act of 1933 on behalf of purchasers of the Company’s senior secured notes during the period August 8, 2011 through May 24, 2013. Lead Plaintiffs allege that certain public statements made by the Company and its officers during these periods were materially false and misleading. The Consolidated Amended Complaint does not specify an amount of damages sought. Defendants deny all allegations against them and intend to vigorously pursue their defense. Defendants moved to dismiss all claims against them and, on December 19, 2013, Judge Wilson granted defendants' motion to dismiss in its entirety, without prejudice. Judge Wilson gave Lead Plaintiffs leave to file their Consolidated Second Amended Complaint on or before January 30, 2014. On January 30, 2014, Lead Plaintiffs filed their Consolidated Second Amended Complaint, which is nearly identical in every material respect to the Consolidated Amended Complaint. The Consolidated Second Amended Complaint does not specify an amount of damages sought. On February 13, 2014, Defendants filed their Motion to Dismiss the Consolidated Second Amended Complaint. On August 11, 2014, Judge Wilson entered an order dismissing Plaintiffs’ Section 15 claim against R. Paul Hirt, Jr., former Executive Vice President and President of Exide Americas, but denying the remainder of Defendants’ motion to dismiss. Discovery in this litigation will now proceed and it is expected to continue through the remainder of 2014. No trial date has been set in this matter. Defendants deny all allegations against them and intend to vigorously pursue their defense. | |
The Company's Netherlands subsidiary, Exide Technologies B.V. (“BV”), received notice from the Dutch competition authorities that it was the subject of an investigation of a local trade association’s members in the traction/Motive Power batteries segment. On July 9 and July 16, 2013, the authorities conducted an on-site inspection and requested additional information and documentation, which the Company has provided. In December 2013, the Company submitted to the Dutch Competition Authority (the "ACM") a leniency application for immunity or reduction of fines that might be imposed as a result of the investigation. The Company was recently notified by the ACM of a provisional grant of leniency in respect of certain conduct and that the Company did not receive provisional leniency for certain other conduct. As required under the ACM's leniency program, the Company continues to cooperate with the Dutch authority. The ACM has not issued a statement of charges to the Company or its subsidiaries. Accordingly, the precise scope and time period at issue, as well as the final outcome of the Netherlands investigation, remains uncertain. | |
In connection with BV’s cooperation with the above-described investigation, the Company discovered activities also in different segments of its Industrial Energy division in Austria, Belgium and Germany that appeared to have occurred in prior years that did not conform to the Company’s internal policies. Upon discovery of these facts, the Company commenced an internal investigation led by independent outside counsel. While a majority of the activities had ceased prior to the initiation of the internal investigation, the Company promptly stopped any remaining ongoing conduct. The Company brought the matter to the attention of the appropriate competition authorities, and, in all affected jurisdictions, the Company has been cooperating with them in further information gathering. As a result of this action, the Company has been granted conditional immunity by regulators in Austria, Germany and Belgium. Additionally, the authority in Austria has decided that the actions would likely have fallen outside any applicable statute of limitations period and the authority has advised that it does not intend to pursue an investigation at this stage. The grants of immunity in Belgium and Germany, which are conditioned on factors that include the Company’s continued cooperation with authorities, should eliminate any governmental fines and penalties that could result if the reported conduct is found to violate applicable law in such jurisdictions. Should immunity be revoked, these investigations could result in significant penalties. | |
Further, even with the grants of conditional immunity in Austria, Germany, and Belgium, the Company might be subject to disputes with private parties concerning alleged damages that are claimed to be a result of the Company’s prior conduct. While the Company believes it would have defenses to any adverse allegations in private actions and would intend to vigorously defend itself in any such actions, litigation of this type is inherently uncertain, costly, and complex, and the Company cannot be certain that it would prevail. Accordingly, there can be no assurance that the outcome of the Netherlands investigation or any private party disputes would not have a material adverse affect on the business, financial condition, cash flows, and results of operations of the Company, despite the fact the Company has been granted conditional immunity in Austria, Germany, and Belgium, and continues to cooperate with the applicable regulatory authorities. | |
On August 8, 2014, the Company received a grand jury subpoena from the Department of Justice in the Central District of California in connection with a criminal investigation involving its Vernon, California recycling facility. The subpoena requests the production of documents relating to materials transportation and air emissions. The Company was informed that it and certain unidentified individuals are targets of the investigation. The Company will cooperate with the investigation. We cannot estimate the amount or range of loss, if any, in this matter, as such analysis would depend on facts and law that are not yet fully developed or resolved. | |
Environmental Matters | |
As a result of its multinational manufacturing, distribution and, recycling operations, the Company is subject to numerous federal, state, and local environmental, occupational health, and safety laws and regulations, as well as similar laws and regulations in other countries in which the Company operates (collectively, “EH&S laws”). | |
The Company is exposed to liabilities under such EH&S laws arising from its past handling, release, storage, and disposal of materials now designated as hazardous substances and hazardous wastes. The Company previously has received notification from the EPA, equivalent state and local agencies or others alleging or indicating that the Company is or may be responsible for performing and/or investigating environmental remediation, or seeking the repayment of the costs spent by governmental entities or others performing investigations and/or remediation at certain U.S. sites under the Comprehensive Environmental Response, Compensation and Liability Act or similar state laws. | |
The Company monitors and responds to inquiries from the EPA, equivalent state and local agencies and others at approximately 50 federally defined Superfund or state equivalent sites. While the ultimate outcome of the environmental matters described in this paragraph is uncertain due to several factors, including the number of other parties that may also be responsible, the scope of investigation performed at such sites and the remediation alternatives pursued by such federal and equivalent state and local agencies, the Company presently believes any liability for these matters, individually and in the aggregate, will not have a material adverse affect on the Company’s financial condition, cash flows or results of operations. | |
The Company is also involved in the assessment and remediation of various other properties, including certain currently and formerly owned or operating facilities. Such assessment and remedial work is being conducted pursuant to applicable EH&S laws with varying degrees of involvement by appropriate regulatory authorities. In addition, certain environmental matters concerning the Company are pending in various courts or with certain environmental regulatory agencies with respect to these currently or formerly owned or operating locations. In particular, the Company’s Vernon, California recycling facility is currently unable to comply with certain recently enacted regulations, and may not resume operations until the installation of certain equipment is completed in the fourth quarter of fiscal 2015 should the Company decide to proceed. Additionally, proposed legislation in California would require regulatory authorities to make a final determination on the Company's application for a permanent hazardous waste permit by December 31, 2015. If such legislation is enacted, the Company is uncertain whether it would be able to obtain such permit. The ultimate outcome of the environmental matters described in this paragraph is uncertain, and the Company’s failure to timely resume operations at the Vernon plant or obtain a permanent operating permit would have a material adverse affect on the Company’s financial condition, cash flows or results of operations. | |
On April 12, 2013, the Company was served with a notification of violation and 60 day intent to sue regarding the Company's Vernon, California facility from the California Communities Against Toxics (CCAT). CCAT alleges the Company violated the warning requirement of the State of California's Proposition 65, the Safe Drinking Water and Toxic Enforcement Act, regarding alleged community exposure to the chemical, 1,3-butadiene. Following the Company’s Chapter 11 bankruptcy filing, CCAT submitted a Proof of Claim in the Bankruptcy Court. The matter remains pending in the Bankruptcy Court. | |
On May 28, 2013, the Company was served with a Notice of Intent to Sue by CCAT pursuant to the federal Resource Conservation and Recovery Act (RCRA)'s citizens suit provision at 42 USC Section 6972, alleging that the Company has created an imminent and substantial endangerment to health and the environment in and around the Company's Vernon, California facility. Following the Company’s Chapter 11 bankruptcy filing, CCAT submitted a Proof of Claim in the Bankruptcy Court. The matter remains pending in the Bankruptcy Court. | |
On March 26, 2014, the Company was served with a Proposition 65 notification of violation and 60 day intent to sue regarding the Vernon, California facility from Shefa LMV LLC (Shefa). Shefa alleges that Exide failed to warn the community regarding chemical exposures, and further alleges that Exide has released chemicals into a source of drinking water. The Company is evaluating the claim. | |
On April 25, 2013, Zach Hernandez filed a purported class action lawsuit in the California Superior Court for the County of Los Angeles against the Company and Does 1-100 seeking damages and medical monitoring for an alleged class consisting of all Los Angeles County residents who allegedly have sustained physical or neurological injury or toxic exposure allegedly as the result of the release of allegedly hazardous waste or chemicals from the Company's facility located in Vernon, California. On June 10, 2013, the Company filed a voluntary petition for reorganization pursuant to Chapter 11 of the U.S. Bankruptcy Code in the District of Delaware, and the case is stayed. | |
On October 18, 2013, the South Coast Air Quality Monitoring District ("SCAQMD") filed a petition seeking the suspension of operations at the Vernon facility for alleged violation of an SCAQMD rule and related furnace control equipment permit conditions until compliance is achieved. The Company contested the SCAQMD's petition. A hearing on the SCAQMD’s petition commenced on December 14, 2013 and continued into calendar 2014. | |
On April 11, 2014, as a result of the Vernon facility allegedly exceeding the SCAQMD ambient air standard for lead, the SCAQMD filed a second petition seeking an order that Exide “cease and desist” from violating air quality standards, or in the alternative, to comply with other such conditions and increments of progress which the SCAQMD Hearing Board deems appropriate. | |
On January 10, 2014, the SCAQMD adopted an amended rule that contained new emissions and equipment requirements with varying compliance dates, including an April 10, 2014 deadline that would require the Company to operate the furnaces at the Vernon facility under continuous "negative pressure" ("Rule 1420.1"). In response, the Company initiated two separate related proceedings on February 7, 2014: (i) a Petition for Variance before the SCAQMD Hearing Board, requesting a delay of the negative pressure requirement until December 31, 2014, and (ii) a Writ of Mandamus in Superior Court of Los Angeles County, seeking to invalidate the negative pressure requirement of Rule 1420.1. Additionally, on February 21, 2014, the Company filed a request for a preliminary injunction that would temporarily suspend the April 10, 2014 deadline until such time as the Superior Court could conduct a trial on the Writ of Mandamus. | |
On April 7, 2014, the Los Angeles County Superior Court denied the Company's preliminary injunction. Additionally, on April 8, 2014, the SCAQMD Hearing Board denied the Company's variance request. As a result of these two decisions, the Company suspended operations at the Vernon facility until such time as the Company can design, engineer, permit, install, and test new equipment needed to achieve the new standard under Rule 1420.1. | |
On July 10, 2014 the SCAQMD Hearing Board approved a resolution of the Company's pending administrative matters with the SCAQMD through the issuance of two Orders for Abatement ("Stipulated OAs"). The Stipulated OAs require the Company: (i) to refrain from resuming operations of the Vernon facility furnaces until it installs certain air quality control improvements required to comply with the newly adopted Rule 1420.1 standards in accordance with SCAQMD issued permits and applicable SCAQMD rules; and (ii) to install those improvements in accordance with an SCAQMD approved dust mitigation plan. Concurrently, in a settlement agreement, the Company agreed to dismiss its Writ of Mandamus legal action. The Company currently estimates the full operation of the furnaces under continuous negative pressure will not occur until after installation of the aforesaid equipment expected to be completed in the fourth quarter of fiscal 2015 should the Company decide to proceed. | |
On January 16, 2014, the Company and unnamed individuals (“DOE Defendants”), were named as defendants in a civil lawsuit brought by the SCAQMD in the case captioned as People of the State of California, ex rel South Coast Air Quality Management District, a Public Entity v. Exide Technologies, Inc., and DOE Defendants 1 through 50. The SCAQMD alleges that the Company and the DOE Defendants failed to comply with several of the SCAQMD's rules related to operation of equipment or lead and arsenic emissions at the Company's Vernon, California lead recycling facility. The SCAQMD is seeking penalties in an amount not less than $40.0 million. The Company denies the allegations in the lawsuit and intends to vigorously defend itself against such allegations. The matter is just entering the discovery stage and the SCAQMD is amending its complaint to add additional factual allegations and causes of action, but seeks the same magnitude of penalties. | |
On May 22, 2014, the Federal Environmental Protection Agency (“EPA”) served a Finding and Notice of Violation (“Federal NOV”) on Exide, alleging that Exide violated air quality standards for lead at various times in 2013 and 2014; the alleged violations are duplicative of those cited by the South Coast Air Quality Management District in its penalty action. EPA seeks civil penalties for these alleged violations. An initial conference was convened with the EPA on June 30, 2014 and discussions continue regarding a resolution to the notice. | |
On September 24, 2013, the Company received a Notice of Enforcement issued by the Texas Commission on Environmental Quality (“TCEQ”) for alleged violations related to the compliance of its site in its Frisco, Texas, a former recycling facility, with Industrial Solid Waste and Municipal Hazardous waste requirements. The Company reasonably believes the proceeding may result in monetary sanctions to be paid to TCEQ in excess of $0.1 million. | |
The Company has established liabilities for on-site and off-site environmental remediation costs where such costs are probable and reasonably estimable and believes that such liabilities are adequate. As of June 30, 2014 and March 31, 2014, the amount of such liabilities on the Company’s Consolidated Balance Sheets was approximately $25.1 million and $25.5 million, respectively. Because environmental liabilities are not accrued until a liability is determined to be probable and reasonably estimable, not all potential future environmental liabilities have been included in the Company’s environmental liabilities. Therefore, changes in estimates or future findings could have a material adverse effect on the Company’s financial condition, cash flows, or results of operations. | |
The sites that currently have the largest environmental reserves include the following: | |
Tampa, Florida | |
The Tampa site is a former secondary lead recycling plant, lead oxide production facility, and sheet lead-rolling mill that operated from 1943 to 1989. Under a RCRA Part B Closure Permit and a Consent Decree with the State of Florida, Exide is required to investigate and remediate certain historic environmental impacts to the site. Cost estimates for remediation (closure and post-closure) are expected to range from $13.0 million to $20.0 million depending on final State of Florida requirements. The remediation activities are expected to occur over the course of several years. | |
Columbus, Georgia | |
The Columbus site is a former secondary lead recycling plant that was taken out of service in 1999, but remains part of a larger facility that includes an operating lead-acid battery manufacturing facility. Groundwater remediation activities began in 1988. Costs for supplemental investigations, remediation and site closure are currently estimated at $6.0 million to $8.5 million. | |
Guarantees | |
At June 30, 2014, the Company had outstanding letters of credit with a face value of $70.0 million and surety bonds with a face value of $56.1 million. The majority of the letters of credit and surety bonds have been issued as collateral or financial assurance with respect to certain liabilities that the Company has recorded, including but not limited to environmental remediation obligations and self-insured workers’ compensation reserves. Failure of the Company to satisfy its obligations with respect to the primary obligations secured by the letters of credit or surety bonds could entitle the beneficiary of the related letter of credit or surety bond to demand payments pursuant to such instruments. The letters of credit generally have terms up to one year. Collateral held by the surety in the form of letters of credit at June 30, 2014, pursuant to the terms of the agreement, was $53.9 million. | |
Certain of the Company’s European and Asia Pacific subsidiaries have bank guarantees outstanding as collateral or financial assurance in connection with environmental obligations, income tax claims and customer contract requirements. At June 30, 2014, bank guarantees with an aggregate face value of $17.5 million were outstanding. |
Income_Taxes
Income Taxes | 3 Months Ended |
Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
INCOME TAXES | ' |
INCOME TAXES | |
The effective tax rate for the three months ended June 30, 2014 and 2013 is (2.3)% and (0.3)%, respectively. The effective tax rate for the three months ended June 30, 2014 included the recognition of taxes on income and losses in almost all of the Company's jurisdictions with the exception of the United States, Spain and the United Kingdom, on which full valuation allowances are recorded. | |
Valuation allowances have been recognized in the U.S. and certain foreign tax jurisdictions to reduce the deferred tax assets for loss carryforwards and deductible temporary differences for which it is more likely than not that the tax benefits associated with those assets will not be realized. In other jurisdictions (primarily France and Germany), the Company's net deferred tax assets include loss carryforwards and deductible temporary differences which management believes are realizable through future taxable income. Each quarter, the Company reviews the need to report the future realization of tax benefits of deductible temporary differences or loss carryforwards on its Consolidated Financial Statements. All available evidence is considered to determine whether a valuation allowance should be established against these future tax benefits or previously established valuation allowances should be released. This review is performed on a jurisdiction by jurisdiction basis. As global market conditions and the Company's financial results in certain jurisdictions change, the continued release and establishment of related valuation allowances may occur. | |
The Company files income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. The Company is no longer subject to U.S. federal income tax examinations by tax authorities for years ended before March 31, 2011. | |
With respect to state and local jurisdictions and countries outside of the United States, with limited exceptions, the Company and its subsidiaries are no longer subject to income tax audits for years ended before March 31, 2007. Although the outcome of tax audits is always uncertain, the Company believes that adequate amounts of tax, interest and penalties have been provided for any adjustments that could result from these years. | |
The Company's unrecognized tax benefits did not change during the three months ended June 30, 2014, and remain $36.0 million. The amount, if recognized, that would affect the Company's effective tax rate at June 30, 2014 is $32.1 million. | |
The Company classifies interest and penalties on uncertain tax benefits as income tax expense. At both June 30, 2014 and March 31, 2014, before any tax benefits, the Company had $1.0 million of accrued interest and penalties on unrecognized tax benefits. | |
During the next twelve months, the Company does not expect the resolution of any tax audits which could potentially reduce unrecognized tax benefits by a material amount. However, expiration of the statute of limitations for a tax year in which the Company has recorded an uncertain tax benefit will occur in the next twelve months. The removal of this uncertain tax benefit would affect the Company's forecasted annual effective tax rate by $0.1 million. |
Restructuring_and_Impairments_
Restructuring and Impairments, Net | 3 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ' | |||||||||||||||||||
RESTRUCTURING AND IMPAIRMENTS, NET | ' | |||||||||||||||||||
RESTRUCTURING AND IMPAIRMENTS, NET | ||||||||||||||||||||
The Company continued to implement operational changes to streamline and rationalize its structure in an effort to simplify the organization and eliminate redundant and/or unnecessary costs. As part of these restructuring programs, the nature of the positions eliminated range from plant employees and clerical workers to operational, sales management, and divisional leadership. | ||||||||||||||||||||
During fiscal 2015, the Company recorded restructuring charges of $3.3 million, representing $1.0 million severance and $2.3 million closure costs. These restructuring charges primarily represent consolidation efforts in the Company’s workforce of approximately 10 positions. The impairments related to closed facilities and other asset write offs of $(0.6) million. | ||||||||||||||||||||
The following summarizes restructuring reserve activity and gain on asset sales/impairments, net: | ||||||||||||||||||||
Severance | Closure Costs | Total | Gain on Asset Sales / Impairments, net | Total | ||||||||||||||||
Costs | Restructuring | Restructuring / | ||||||||||||||||||
Impairments, net | ||||||||||||||||||||
(In thousands) | ||||||||||||||||||||
As of March 31, 2014 | $ | 7,921 | $ | 6,714 | $ | 14,635 | ||||||||||||||
Expenses | 1,046 | 2,259 | 3,305 | $ | (623 | ) | $ | 2,682 | ||||||||||||
Payments and currency translation | (3,743 | ) | (627 | ) | (4,370 | ) | ||||||||||||||
$ | 5,224 | $ | 8,346 | $ | 13,570 | |||||||||||||||
Reclassify to liabilities subject to compromise | (6,785 | ) | ||||||||||||||||||
As of June 30, 2014 | $ | 6,785 | ||||||||||||||||||
Remaining expenditures principally represent (i) severance and related benefits payable per employee agreements and/or regulatory requirements, (ii) lease commitments for certain closed facilities, branches and offices, as well as leases for excess and permanently idle equipment payable in accordance with contractual terms, and (iii) certain other closure costs including dismantlement and costs associated with removal obligations incurred in connection with the exit of facilities. | ||||||||||||||||||||
Restructuring and impairments, net by operating segment: | ||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||
30-Jun-14 | 30-Jun-13 | |||||||||||||||||||
(In thousands) | ||||||||||||||||||||
Transportation Americas | $ | 208 | $ | 7,339 | ||||||||||||||||
Transportation Europe & ROW | (410 | ) | (77 | ) | ||||||||||||||||
Industrial Energy Americas | 51 | 93 | ||||||||||||||||||
Industrial Energy Europe & ROW | 2,833 | 1,070 | ||||||||||||||||||
Unallocated corporate | — | 299 | ||||||||||||||||||
Total | $ | 2,682 | $ | 8,724 | ||||||||||||||||
Loss_Per_Share
Loss Per Share | 3 Months Ended | |||||
Jun. 30, 2014 | ||||||
Earnings Per Share [Abstract] | ' | |||||
LOSS PER SHARE | ' | |||||
LOSS PER SHARE | ||||||
The Company computes basic loss per share by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted loss per share is computed by dividing net loss by diluted weighted average shares outstanding. | ||||||
Potentially dilutive shares include the assumed exercise of stock options and the assumed vesting of restricted stock and stock unit awards (using the treasury stock method) as well as the assumed conversion of the convertible debt, if dilutive (using the if-converted method). | ||||||
Due to a net loss for the three months ended June 30, 2014 and 2013 certain potentially dilutive shares were excluded from the diluted loss per share calculation because their effect would be antidilutive. Potentially dilutive shares consisted of the following: | ||||||
June 30, 2014 | June 30, 2013 | |||||
(In thousands) | ||||||
Shares associated with convertible debt (assumed conversion) | 3,697 | 3,697 | ||||
Employee stock options | 1,633 | 2,872 | ||||
Restricted stock awards (non-vested) | 108 | 1,502 | ||||
Total | 5,438 | 8,071 | ||||
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
FAIR VALUE MEASUREMENTS | ' | |||||||||||||||
FAIR VALUE MEASUREMENTS | ||||||||||||||||
The Company used available market information and appropriate methodologies believed to be appropriate to estimate the fair value of its financial instruments. Considerable judgment is required in interpreting market data to develop these estimates. Accordingly, the estimates presented herein are not necessarily indicative of the amounts that the Company could realize in a current market exchange. Certain of these financial instruments are with major financial institutions and expose the Company to market and credit risks and may at times be concentrated with certain counterparties or groups of counterparties. The creditworthiness of counterparties is continually reviewed and full performance is currently anticipated. | ||||||||||||||||
The Company’s cash and cash equivalents, accounts receivable, accounts payable, DIP Credit Facility, and short-term borrowings all have carrying amounts that are a reasonable estimate of their fair values. The carrying values and estimated fair values of the Company’s long-term obligations and other financial instruments are as follows: | ||||||||||||||||
30-Jun-14 | 31-Mar-14 | |||||||||||||||
Carrying Value | Estimated Fair | Carrying Value | Estimated Fair | |||||||||||||
Value | Value | |||||||||||||||
(In thousands) | ||||||||||||||||
Asset (Liability): | ||||||||||||||||
Senior secured notes (a) | $ | (734,464 | ) | $ | (437,930 | ) | $ | (734,474 | ) | $ | (560,955 | ) | ||||
Convertible senior subordinated notes (a) | (51,900 | ) | (7,915 | ) | (51,900 | ) | (12,988 | ) | ||||||||
Commodity swap / forward (b) | 79 | 79 | (1,709 | ) | (1,709 | ) | ||||||||||
(a) Classified as liabilities subject to compromise | ||||||||||||||||
(b) These financial instruments are required to be measured at fair value, and are based on inputs as described in the three-tier hierarchy that prioritizes inputs used in measuring fair value as of the reported date: | ||||||||||||||||
• | Level 1 | – | Observable inputs such as quoted prices in active markets for identical assets and liabilities; | |||||||||||||
• | Level 2 | – | Inputs other than quoted prices in active markets that were observable either directly or indirectly; and | |||||||||||||
• | Level 3 | – | Inputs from valuation techniques in which one or more key value drivers were not observable, and must be based on the reporting entity's own assumptions. | |||||||||||||
The following table represents the Company's financial instruments that are measured at fair value on a recurring basis, and the basis for that measurement: | ||||||||||||||||
Total | Quoted Price in | Significant | Significant | |||||||||||||
Fair Value | Active Markets | Other | Unobservable | |||||||||||||
Measurement | for | Observable | Inputs | |||||||||||||
Identical Assets | Inputs | (Level 3) | ||||||||||||||
(Level 1) | (Level 2) | |||||||||||||||
(In thousands) | ||||||||||||||||
As of June 30, 2014: | ||||||||||||||||
Asset: | ||||||||||||||||
Commodity swap / forward | $ | 79 | $ | — | $ | 79 | $ | — | ||||||||
As of March 31, 2014: | ||||||||||||||||
Liability: | ||||||||||||||||
Commodity swap / forward | (1,709 | ) | — | (1,709 | ) | — | ||||||||||
The Company uses a market approach to determine the fair values of all of its derivative instruments subject to recurring fair value measurements. The fair value of each financial instrument was determined based upon observable forward prices for the related underlying financial index or commodity price, and each has been classified as Level 2 based on the nature of the underlying markets in which those derivatives are traded. |
Segment_Information
Segment Information | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Segment Reporting [Abstract] | ' | |||||||
SEGMENT INFORMATION | ' | |||||||
SEGMENT INFORMATION | ||||||||
The Company reports its results in four business segments: Transportation Americas; Transportation Europe and Rest of World (“ROW”); Industrial Energy Americas; and Industrial Energy Europe and ROW. The Company is a global producer and recycler of lead-acid batteries. The Company’s four business segments provide a comprehensive range of stored electrical energy products and services for transportation and industrial applications. | ||||||||
Transportation markets include original equipment and aftermarket batteries for cars, trucks, off-road vehicles, agricultural and construction vehicles, motorcycles, recreational vehicles, marine, and other applications. Industrial markets include batteries for Motive Power and Network Power applications. Motive Power batteries are used in the materials handling industry for electric forklift trucks, and in other industries, including floor cleaning machinery, powered wheelchairs, railroad locomotives, mining, and the electric road vehicles market. Network Power batteries are used for backup power for use with telecommunications systems, computer installations, hospitals, air traffic control, security systems, utility, railway, and military applications. | ||||||||
The Company’s reportable segments are determined based upon the nature of the markets served and the geographic regions in which they operate. The Company’s chief operating decision-maker monitors and manages the financial performance of these four business groups. Costs of certain shared services and other corporate costs are not allocated or charged to the business groups. | ||||||||
Selected financial information concerning the Company’s reportable segments were as follows: | ||||||||
Three Months Ended | ||||||||
30-Jun-14 | 30-Jun-13 | |||||||
(In thousands) | ||||||||
Net sales | ||||||||
Transportation Americas | $ | 158,754 | $ | 190,212 | ||||
Transportation Europe & ROW | 191,331 | 186,437 | ||||||
Industrial Energy Americas | 107,847 | 101,617 | ||||||
Industrial Energy Europe & ROW | 193,653 | 203,976 | ||||||
$ | 651,585 | $ | 682,242 | |||||
Operating income (loss) | ||||||||
Transportation Americas | $ | (20,652 | ) | $ | (15,944 | ) | ||
Transportation Europe & ROW | 448 | (4,527 | ) | |||||
Industrial Energy Americas | 5,348 | 4,627 | ||||||
Industrial Energy Europe & ROW | 4,427 | 6,078 | ||||||
Unallocated corporate expenses | (5,107 | ) | (6,364 | ) | ||||
(15,536 | ) | (16,130 | ) | |||||
Restructuring and impairments, net (a) | (2,682 | ) | (8,724 | ) | ||||
$ | (18,218 | ) | $ | (24,854 | ) | |||
Depreciation and Amortization | ||||||||
Transportation Americas | $ | 6,208 | $ | 6,980 | ||||
Transportation Europe & ROW | 5,959 | 5,223 | ||||||
Industrial Energy Americas | 2,614 | 2,979 | ||||||
Industrial Energy Europe & ROW | 4,349 | 4,345 | ||||||
Unallocated corporate expenses | 1,354 | 964 | ||||||
$ | 20,484 | $ | 20,491 | |||||
Capital expenditures | ||||||||
Transportation Americas | $ | 8,660 | $ | 5,386 | ||||
Transportation Europe & ROW | 9,047 | 10,757 | ||||||
Industrial Energy Americas | 1,318 | 986 | ||||||
Industrial Energy Europe & ROW | 3,090 | 1,584 | ||||||
Unallocated corporate expenses | 1,476 | 217 | ||||||
$ | 23,591 | $ | 18,930 | |||||
(a) See Note 13 to the Consolidated Financial Statements. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Jun. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
RELATED PARTY TRANSACTION | ' |
RELATED PARTY TRANSACTIONS | |
Robert M. Caruso, the Company's President and Chief Executive Officer, and Edgar W. Mosley, Jr., the Company's Chief Restructuring Officer, are employed by Alvarez & Marsal North America, LLC ("Alvarez & Marsal" or "A&M") as Managing Director and Senior Director, respectively. A&M has been retained by the Company in connection with it's Chapter 11 restructuring. Mr. Caruso, who has been associated with A&M since 2006, remains a Managing Director while serving as the Company's President and Chief Executive Officer. Mr. Mosley has been with A&M since 2008, and remains a Senior Director of A&M while serving as the Company's Chief Restructuring Officer. In addition, Mr. Caruso holds a minority equity interest in A&M's parent company which indirectly entitles him to a share of A&M's profits. | |
Pursuant to an Agreement dated June 9, 2013, as amended by a Letter Agreement dated July 25, 2013 between the Company and A&M (the "Services Agreement"), the Company retained A&M in connection with it's Chapter 11 restructuring. Under the Services Agreement, the Company is charged monthly fees for the services of Messrs. Caruso and Mosley and hourly fees for the services of other temporary personnel of A&M and its affiliates who are providing services to the Company (in an officer capacity or otherwise) and such temporary personnel (including Messrs. Caruso and Mosley) are compensated by A&M independently pursuant to their arrangements with A&M. The Services Agreement also provides for payment of a one-time success fee to A&M as a result of our emergence from Chapter 11. The amount of the success fee could be up to $1.8 million, at the discretion of the Board of Directors and subject to approval by the U.S. Bankruptcy Court. Fees and expenses the Company incurred under the Services Agreement amounted to $6.1 million for the three months ended June 30, 2014 and $3.7 million for the three months ended June 30, 2013. | |
The Company understands from Messrs. Caruso and Mosley that they do not and will not, as applicable, directly receive a portion of the fees paid by the Company to A&M in respect of their hourly fees, the overall fee, the success fee, or any other fees relating to any other aspect of the Company's engagement of A&M. However, Messrs. Caruso and Mosley may be entitled to discretionary bonuses at the end of each A&M fiscal year which may, similar to other professional services firms, take into account revenues and expenses related to matters on which they have worked or managed. A&M has disclosed that the ultimate amount of Messrs. Caruso's and Mosley's compensation, which has not yet been determined, will depend on a number of factors related to, among other things, their performance as employees, their contribution to the revenue generating activities (including but not limited to the engagement for the Company), and A&M's overall financial results. |
Proceedings_Under_Chapter_11_o1
Proceedings Under Chapter 11 of The Bankruptcy Code (Tables) | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Reorganizations [Abstract] | ' | |||||||
Reorganization Items, Consolidated Financial Statements | ' | |||||||
Reorganization items included in the Consolidated Financial Statements included costs directly related to the Chapter 11 proceedings, as follows: | ||||||||
Three Months Ended | ||||||||
30-Jun-14 | 30-Jun-13 | |||||||
(In thousands) | ||||||||
Professional fees | $ | 17,604 | $ | 24,033 | ||||
Write off debt financing costs/other | — | 12,106 | ||||||
Other direct costs | — | 3,399 | ||||||
Total | $ | 17,604 | $ | 39,538 | ||||
Liabilities Subject to Comprise | ' | |||||||
Liabilities subject to compromise included the following: | ||||||||
30-Jun-14 | 31-Mar-14 | |||||||
(In thousands) | ||||||||
Debt | $ | 787,702 | $ | 788,376 | ||||
Accrued interest | 26,352 | 10,515 | ||||||
Accounts payable | 73,370 | 72,275 | ||||||
Retirement obligations | 52,861 | 52,864 | ||||||
Restructuring reserve | 6,785 | 7,274 | ||||||
Other accrued liabilities | 18,663 | 19,339 | ||||||
Total | $ | 965,733 | $ | 950,643 | ||||
Debtors_Financial_Statements_T
Debtor's Financial Statements (Tables) | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | ' | |||||||
Schedule of Condensed Income Statement | ' | |||||||
Debtor's Statements of Operations | ||||||||
Three Months Ended | ||||||||
June 30, 2014 | June 30, 2013 | |||||||
(In thousands) | ||||||||
Net sales | $ | 269,578 | $ | 302,284 | ||||
Cost of sales | 251,714 | 277,457 | ||||||
Gross profit | 17,864 | 24,827 | ||||||
Selling and administrative expenses | 37,009 | 40,507 | ||||||
Restructuring and impairments, net | 255 | 7,634 | ||||||
Operating loss | (19,400 | ) | (23,314 | ) | ||||
Other (income) expense, net | 1,353 | (22,916 | ) | |||||
Loss in net earnings of subsidiaries | 4,236 | 31,316 | ||||||
Interest expense, net | 29,066 | 18,147 | ||||||
Loss before reorganization items, net | (54,055 | ) | (49,861 | ) | ||||
Reorganization items, net | 17,166 | 39,068 | ||||||
Loss before income taxes | (71,221 | ) | (88,929 | ) | ||||
Income tax provision | — | 2,204 | ||||||
Net loss attributable to Debtor | $ | (71,221 | ) | $ | (91,133 | ) | ||
Schedule of Condensed Balance Sheet | ' | |||||||
Debtor's Balance Sheet | ||||||||
June 30, 2014 | March 31, 2014 | |||||||
(In thousands) | ||||||||
ASSETS | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 4,511 | $ | 17,349 | ||||
Accounts receivable, net | 124,359 | 133,384 | ||||||
Non-Debtor receivables | 47,704 | 40,550 | ||||||
Inventories | 207,769 | 196,129 | ||||||
Prepaid expenses and other current assets | 36,808 | 37,594 | ||||||
Total current assets | 421,151 | 425,006 | ||||||
Property, plant and equipment, net | 226,156 | 228,297 | ||||||
Other assets: | ||||||||
Investments in non-Debtor subsidiaries | 396,052 | 400,048 | ||||||
Non-Debtor loans | 222,881 | 240,505 | ||||||
Other noncurrent assets | 74,305 | 84,734 | ||||||
Total other assets | 693,238 | 725,287 | ||||||
Total assets | $ | 1,340,545 | $ | 1,378,590 | ||||
LIABILITIES AND DEBTOR'S DEFICIT | ||||||||
Current liabilities: | ||||||||
Current maturities of long-term debt | $ | 299,692 | $ | 284,625 | ||||
Accounts payable and accrued expenses | 115,047 | 110,812 | ||||||
Total current liabilities | 414,739 | 395,437 | ||||||
Other noncurrent liabilities | 59,235 | 60,442 | ||||||
Liabilities not subject to compromise | 473,974 | 455,879 | ||||||
Liabilities subject to compromise | 965,733 | 950,643 | ||||||
DEBTOR'S DEFICIT | ||||||||
Total Debtor's deficit | (99,162 | ) | (27,932 | ) | ||||
Total liabilities and Debtor's deficit | $ | 1,340,545 | $ | 1,378,590 | ||||
Schedule of Condensed Cash Flow Statement | ' | |||||||
Debtor's Statements of Cash Flows | ||||||||
Three Months Ended | ||||||||
June 30, 2014 | June 30, 2013 | |||||||
(In thousands) | ||||||||
Cash Flows From Operating Activities: | ||||||||
Net cash used in operating activities | $ | (18,935 | ) | $ | (143,029 | ) | ||
Cash Flows From Investing Activities: | ||||||||
Capital expenditures | (6,871 | ) | (6,372 | ) | ||||
Proceeds from asset sales | 12 | — | ||||||
Net cash used in investing activities | (6,859 | ) | (6,372 | ) | ||||
Cash Flows From Financing Activities: | ||||||||
Increase in short-term borrowings | 15,067 | — | ||||||
Increase (decrease) in other debt | (451 | ) | 173,329 | |||||
Financing fees and other | (1,660 | ) | (25,628 | ) | ||||
Net cash provided by financing activities | 12,956 | 147,701 | ||||||
Effect of exchange rate changes on cash and cash equivalents | — | (35 | ) | |||||
Net decrease in cash and cash equivalents | (12,838 | ) | (1,735 | ) | ||||
Cash and cash equivalents, beginning of period | 17,349 | 26,419 | ||||||
Cash and cash equivalents, end of period | $ | 4,511 | $ | 24,684 | ||||
Stockholders_Deficit_Tables
Stockholders' Deficit (Tables) | 3 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||||||||||
Components of Stockholder's equity | ' | |||||||||||||||||||||||
The stockholders’ deficit accounts for both the Company and noncontrolling interests consisted of the following: | ||||||||||||||||||||||||
Common | Additional | Accumulated Deficit | Accumulated Other Comprehensive Loss | Noncontrolling | Total Stockholders’ Deficit | |||||||||||||||||||
Stock | Paid-in | Interests | ||||||||||||||||||||||
Capital | ||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
As of March 31, 2014 | $ | 791 | $ | 1,139,850 | $ | (1,157,124 | ) | $ | (11,449 | ) | $ | 8,416 | $ | (19,516 | ) | |||||||||
Net loss | — | — | (71,221 | ) | — | (162 | ) | (71,383 | ) | |||||||||||||||
Defined benefit plans, net of tax $16 | — | — | — | (140 | ) | — | (140 | ) | ||||||||||||||||
Translation adjustment | — | — | — | (109 | ) | — | (109 | ) | ||||||||||||||||
Common stock issuance/other | — | (11 | ) | — | — | (11 | ) | |||||||||||||||||
Stock compensation | — | 251 | — | — | — | 251 | ||||||||||||||||||
As of June 30, 2014 | $ | 791 | $ | 1,140,090 | $ | (1,228,345 | ) | $ | (11,698 | ) | $ | 8,254 | $ | (90,908 | ) | |||||||||
Accumulated other comprehensive income (loss) | ' | |||||||||||||||||||||||
The accumulated other comprehensive loss, net of tax, consisted of the following: | ||||||||||||||||||||||||
Defined Benefit Plans (a) | Cumulative Translation Adjustment | Total | ||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
As of March 31, 2014 | $ | (71,417 | ) | $ | 59,968 | $ | (11,449 | ) | ||||||||||||||||
Other comprehensive income (loss) before reclassifications | 594 | (109 | ) | 485 | ||||||||||||||||||||
Amounts reclassified from AOCI | (734 | ) | — | (734 | ) | |||||||||||||||||||
Net change in other comprehensive loss | (140 | ) | (109 | ) | (249 | ) | ||||||||||||||||||
As of June 30, 2014 | $ | (71,557 | ) | $ | 59,859 | $ | (11,698 | ) | ||||||||||||||||
(a) See Note 10 to the Consolidated Financial Statements. |
Goodwill_and_Intangibles_Net_T
Goodwill and Intangibles, Net (Tables) | 3 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Summary of Goodwill and intangible assets | ' | |||||||||||||||||||||||
Goodwill and intangibles, net consisted of the following: | ||||||||||||||||||||||||
Goodwill | Trademarks | Trademarks | Customer | Technology | Total | |||||||||||||||||||
(not subject to | and | and | Relationships | |||||||||||||||||||||
amortization) | Tradenames | Tradenames | ||||||||||||||||||||||
(not subject to | (subject to amortization) | |||||||||||||||||||||||
amortization) | ||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
As of June 30, 2014: | ||||||||||||||||||||||||
Gross amount | $ | 917 | $ | 61,564 | $ | 14,003 | $ | 107,923 | $ | 26,051 | $ | 210,458 | ||||||||||||
Accumulated amortization | — | — | (11,230 | ) | (45,441 | ) | (13,107 | ) | (69,778 | ) | ||||||||||||||
Total | $ | 917 | $ | 61,564 | $ | 2,773 | $ | 62,482 | $ | 12,944 | $ | 140,680 | ||||||||||||
As of March 31, 2014: | ||||||||||||||||||||||||
Gross amount | $ | 916 | $ | 61,532 | $ | 13,996 | $ | 107,993 | $ | 26,030 | $ | 210,467 | ||||||||||||
Accumulated amortization | — | — | (10,961 | ) | (44,349 | ) | (12,776 | ) | (68,086 | ) | ||||||||||||||
Total | $ | 916 | $ | 61,532 | $ | 3,035 | $ | 63,644 | $ | 13,254 | $ | 142,381 | ||||||||||||
Inventories_Tables
Inventories (Tables) | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Components of Inventories, valued using the first-in, first-out (FIFO) method | ' | |||||||
Inventories, valued using the first in, first out method, consisted of the following: | ||||||||
30-Jun-14 | 31-Mar-14 | |||||||
(In thousands) | ||||||||
Raw materials | $ | 104,601 | $ | 94,694 | ||||
Work-in-process | 130,529 | 115,731 | ||||||
Finished goods | 295,765 | 272,793 | ||||||
Total | $ | 530,895 | $ | 483,218 | ||||
Other_Noncurrent_Assets_Tables
Other Noncurrent Assets (Tables) | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ' | |||||||
Other noncurrent assets | ' | |||||||
Other noncurrent assets consisted of the following: | ||||||||
30-Jun-14 | 31-Mar-14 | |||||||
(In thousands) | ||||||||
Deposits (a) | $ | 3,747 | $ | 4,040 | ||||
Deferred financing costs | 7,745 | 14,773 | ||||||
Investment in affiliates | 540 | 549 | ||||||
Capitalized software, net | 3,624 | 3,864 | ||||||
Retirement plans | 16,917 | 14,941 | ||||||
Other | 10,370 | 12,503 | ||||||
Total | $ | 42,943 | $ | 50,670 | ||||
(a) Deposits principally represent amounts held by beneficiaries as cash collateral for the Company’s contingent obligations with respect to certain environmental matters, workers' compensation insurance, and operating lease commitments. |
Debt_Tables
Debt (Tables) | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Total long-term debt | ' | |||||||
Total long-term debt consisted of the following: | ||||||||
30-Jun-14 | 31-Mar-14 | |||||||
(In thousands) | ||||||||
DIP Credit Facility | $ | 299,692 | $ | 284,625 | ||||
Other, including capital lease obligations and other loans at interest rates generally ranging up to 7.7% due in installments through 2019 | 18,899 | 19,294 | ||||||
318,591 | 303,919 | |||||||
Current maturities | (302,983 | ) | (288,386 | ) | ||||
Total long-term debt | $ | 15,608 | $ | 15,533 | ||||
Other_Expense_Net_Tables
Other Expense, Net (Tables) | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Other (Income) Expense, Net [Abstract] | ' | |||||||
Components of other (income) expense, net | ' | |||||||
Other expense, net consisted of the following: | ||||||||
Three Months Ended | ||||||||
30-Jun-14 | 30-Jun-13 | |||||||
(In thousands) | ||||||||
Currency remeasurement loss (a) | $ | 688 | $ | 5,609 | ||||
Other | 8 | (444 | ) | |||||
Total | $ | 696 | $ | 5,165 | ||||
(a) The currency remeasurement loss related primarily to intercompany loans to foreign subsidiaries denominated in Euros, Australian dollars, and various other foreign currencies. |
Employee_Benefits_Tables
Employee Benefits (Tables) | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Compensation and Retirement Disclosure [Abstract] | ' | |||||||
Components of the Company's net periodic pension and other post-retirement benefit costs | ' | |||||||
The following tables set forth the plans’ expenses recognized in the Company’s Consolidated Financial Statements: | ||||||||
Pension Benefits | ||||||||
Three Months Ended | ||||||||
June 30, 2014 | June 30, 2013 | |||||||
(In thousands) | ||||||||
Components of net periodic benefit cost: | ||||||||
Service cost | $ | 528 | $ | 556 | ||||
Interest cost | 7,221 | 7,075 | ||||||
Expected return on plan assets | (7,839 | ) | (7,524 | ) | ||||
Amortization of: | ||||||||
Prior service cost | 17 | 16 | ||||||
Actuarial loss | 753 | 780 | ||||||
Net periodic benefit cost | $ | 680 | $ | 903 | ||||
Other Post-Retirement Benefits | ||||||||
Three Months Ended | ||||||||
30-Jun-14 | 30-Jun-13 | |||||||
(In thousands) | ||||||||
Components of net periodic benefit cost: | ||||||||
Service cost | $ | 196 | $ | 193 | ||||
Interest cost | 210 | 248 | ||||||
Amortization of: | ||||||||
Prior service cost | (123 | ) | (122 | ) | ||||
Actuarial loss | 87 | 170 | ||||||
Net periodic benefit cost | $ | 369 | $ | 489 | ||||
Restructuring_and_Impairments_1
Restructuring and Impairments, Net (Tables) | 3 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ' | |||||||||||||||||||
Summarized restructuring reserve and asset impairment activity | ' | |||||||||||||||||||
The following summarizes restructuring reserve activity and gain on asset sales/impairments, net: | ||||||||||||||||||||
Severance | Closure Costs | Total | Gain on Asset Sales / Impairments, net | Total | ||||||||||||||||
Costs | Restructuring | Restructuring / | ||||||||||||||||||
Impairments, net | ||||||||||||||||||||
(In thousands) | ||||||||||||||||||||
As of March 31, 2014 | $ | 7,921 | $ | 6,714 | $ | 14,635 | ||||||||||||||
Expenses | 1,046 | 2,259 | 3,305 | $ | (623 | ) | $ | 2,682 | ||||||||||||
Payments and currency translation | (3,743 | ) | (627 | ) | (4,370 | ) | ||||||||||||||
$ | 5,224 | $ | 8,346 | $ | 13,570 | |||||||||||||||
Reclassify to liabilities subject to compromise | (6,785 | ) | ||||||||||||||||||
As of June 30, 2014 | $ | 6,785 | ||||||||||||||||||
Summarized restructuring and asset impairment expenses by segment | ' | |||||||||||||||||||
Restructuring and impairments, net by operating segment: | ||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||
30-Jun-14 | 30-Jun-13 | |||||||||||||||||||
(In thousands) | ||||||||||||||||||||
Transportation Americas | $ | 208 | $ | 7,339 | ||||||||||||||||
Transportation Europe & ROW | (410 | ) | (77 | ) | ||||||||||||||||
Industrial Energy Americas | 51 | 93 | ||||||||||||||||||
Industrial Energy Europe & ROW | 2,833 | 1,070 | ||||||||||||||||||
Unallocated corporate | — | 299 | ||||||||||||||||||
Total | $ | 2,682 | $ | 8,724 | ||||||||||||||||
Loss_Per_Share_Tables
Loss Per Share (Tables) | 3 Months Ended | |||||
Jun. 30, 2014 | ||||||
Earnings Per Share [Abstract] | ' | |||||
Dilutive shares excluded from diluted loss per share calculation | ' | |||||
Potentially dilutive shares consisted of the following: | ||||||
June 30, 2014 | June 30, 2013 | |||||
(In thousands) | ||||||
Shares associated with convertible debt (assumed conversion) | 3,697 | 3,697 | ||||
Employee stock options | 1,633 | 2,872 | ||||
Restricted stock awards (non-vested) | 108 | 1,502 | ||||
Total | 5,438 | 8,071 | ||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Carrying values and estimated fair values of the Company's long-term obligations and other financial instruments | ' | |||||||||||||||
The carrying values and estimated fair values of the Company’s long-term obligations and other financial instruments are as follows: | ||||||||||||||||
30-Jun-14 | 31-Mar-14 | |||||||||||||||
Carrying Value | Estimated Fair | Carrying Value | Estimated Fair | |||||||||||||
Value | Value | |||||||||||||||
(In thousands) | ||||||||||||||||
Asset (Liability): | ||||||||||||||||
Senior secured notes (a) | $ | (734,464 | ) | $ | (437,930 | ) | $ | (734,474 | ) | $ | (560,955 | ) | ||||
Convertible senior subordinated notes (a) | (51,900 | ) | (7,915 | ) | (51,900 | ) | (12,988 | ) | ||||||||
Commodity swap / forward (b) | 79 | 79 | (1,709 | ) | (1,709 | ) | ||||||||||
(a) Classified as liabilities subject to compromise | ||||||||||||||||
(b) These financial instruments are required to be measured at fair value, and are based on inputs as described in the three-tier hierarchy that prioritizes inputs used in measuring fair value as of the reported date: | ||||||||||||||||
Financial instruments that are measured at fair value on a recurring basis | ' | |||||||||||||||
The following table represents the Company's financial instruments that are measured at fair value on a recurring basis, and the basis for that measurement: | ||||||||||||||||
Total | Quoted Price in | Significant | Significant | |||||||||||||
Fair Value | Active Markets | Other | Unobservable | |||||||||||||
Measurement | for | Observable | Inputs | |||||||||||||
Identical Assets | Inputs | (Level 3) | ||||||||||||||
(Level 1) | (Level 2) | |||||||||||||||
(In thousands) | ||||||||||||||||
As of June 30, 2014: | ||||||||||||||||
Asset: | ||||||||||||||||
Commodity swap / forward | $ | 79 | $ | — | $ | 79 | $ | — | ||||||||
As of March 31, 2014: | ||||||||||||||||
Liability: | ||||||||||||||||
Commodity swap / forward | (1,709 | ) | — | (1,709 | ) | — | ||||||||||
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Segment Reporting [Abstract] | ' | |||||||
Financial information concerning the Company's reportable segments | ' | |||||||
Selected financial information concerning the Company’s reportable segments were as follows: | ||||||||
Three Months Ended | ||||||||
30-Jun-14 | 30-Jun-13 | |||||||
(In thousands) | ||||||||
Net sales | ||||||||
Transportation Americas | $ | 158,754 | $ | 190,212 | ||||
Transportation Europe & ROW | 191,331 | 186,437 | ||||||
Industrial Energy Americas | 107,847 | 101,617 | ||||||
Industrial Energy Europe & ROW | 193,653 | 203,976 | ||||||
$ | 651,585 | $ | 682,242 | |||||
Operating income (loss) | ||||||||
Transportation Americas | $ | (20,652 | ) | $ | (15,944 | ) | ||
Transportation Europe & ROW | 448 | (4,527 | ) | |||||
Industrial Energy Americas | 5,348 | 4,627 | ||||||
Industrial Energy Europe & ROW | 4,427 | 6,078 | ||||||
Unallocated corporate expenses | (5,107 | ) | (6,364 | ) | ||||
(15,536 | ) | (16,130 | ) | |||||
Restructuring and impairments, net (a) | (2,682 | ) | (8,724 | ) | ||||
$ | (18,218 | ) | $ | (24,854 | ) | |||
Depreciation and Amortization | ||||||||
Transportation Americas | $ | 6,208 | $ | 6,980 | ||||
Transportation Europe & ROW | 5,959 | 5,223 | ||||||
Industrial Energy Americas | 2,614 | 2,979 | ||||||
Industrial Energy Europe & ROW | 4,349 | 4,345 | ||||||
Unallocated corporate expenses | 1,354 | 964 | ||||||
$ | 20,484 | $ | 20,491 | |||||
Capital expenditures | ||||||||
Transportation Americas | $ | 8,660 | $ | 5,386 | ||||
Transportation Europe & ROW | 9,047 | 10,757 | ||||||
Industrial Energy Americas | 1,318 | 986 | ||||||
Industrial Energy Europe & ROW | 3,090 | 1,584 | ||||||
Unallocated corporate expenses | 1,476 | 217 | ||||||
$ | 23,591 | $ | 18,930 | |||||
(a) See Note 13 to the Consolidated Financial Statements. |
Proceedings_Under_Chapter_11_o2
Proceedings Under Chapter 11 of The Bankruptcy Code (Reorganization Items) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Reorganizations [Abstract] | ' | ' |
Professional fees | $17,604 | $24,033 |
Write off debt financing costs/other | 0 | 12,106 |
Total | 0 | 3,399 |
Reorganization Items | $17,604 | $39,538 |
Proceedings_Under_Chapter_11_o3
Proceedings Under Chapter 11 of The Bankruptcy Code (Liabilities Subject to Compromise) (Details) (USD $) | Jun. 30, 2014 | Mar. 31, 2014 |
In Thousands, unless otherwise specified | ||
Reorganizations [Abstract] | ' | ' |
Debt | $787,702 | $788,376 |
Accrued interest | 26,352 | 10,515 |
Accounts payable | 73,370 | 72,275 |
Retirement obligations | 52,861 | 52,864 |
Restructuring reserve | 6,785 | 7,274 |
Other accrued liabilities | 18,663 | 19,339 |
Liabilities Subject to Compromise | $965,733 | $950,643 |
Proceedings_Under_Chapter_11_o4
Proceedings Under Chapter 11 of The Bankruptcy Code (Details Textual) (USD $) | Jun. 30, 2014 | Jul. 24, 2013 | Jun. 11, 2013 |
In Millions, unless otherwise specified | |||
Reorganizations [Abstract] | ' | ' | ' |
DIP, amount arranged | $500 | $90 | $500 |
Debtors_Financial_Statements_S
Debtor's Financial Statements (Statements of Operations) (Details) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | ||
Condensed Financial Statements, Captions [Line Items] | ' | ' | ||
Net sales | $651,585 | $682,242 | ||
Cost of sales | 577,493 | 606,203 | ||
Gross profit | 74,092 | 76,039 | ||
Selling and administrative expenses | 89,628 | 92,169 | ||
Restructuring and impairments, net | 2,682 | [1] | 8,724 | [1] |
Operating loss | -18,218 | -24,854 | ||
Other expense, net | 696 | 5,165 | ||
Interest expense, net | 33,260 | 21,356 | ||
Loss before reorganization items, net | -52,174 | -51,375 | ||
Reorganization items, net | 17,604 | 39,538 | ||
Loss before reorganization items, net | -69,778 | -90,913 | ||
Income tax provision | 1,605 | 309 | ||
Net loss attributable to Exide Technologies | -71,221 | -91,133 | ||
Parent Company | ' | ' | ||
Condensed Financial Statements, Captions [Line Items] | ' | ' | ||
Net sales | 269,578 | 302,284 | ||
Cost of sales | 251,714 | 277,457 | ||
Gross profit | 17,864 | 24,827 | ||
Selling and administrative expenses | 37,009 | 40,507 | ||
Restructuring and impairments, net | 255 | 7,634 | ||
Operating loss | -19,400 | -23,314 | ||
Other expense, net | 1,353 | -22,916 | ||
Loss in net earnings of subsidiaries | 4,236 | 31,316 | ||
Interest expense, net | 29,066 | 18,147 | ||
Loss before reorganization items, net | -54,055 | -49,861 | ||
Reorganization items, net | 17,166 | 39,068 | ||
Loss before reorganization items, net | -71,221 | -88,929 | ||
Income tax provision | 0 | 2,204 | ||
Net loss attributable to Exide Technologies | ($71,221) | ($91,133) | ||
[1] | See Note 13 to the Consolidated Financial Statements. |
Debtors_Financial_Statements_B
Debtor's Financial Statements (Balance Sheets) (Details) (USD $) | Jun. 30, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | Jun. 30, 2012 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2013 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | Parent Company | Parent Company | Parent Company | Parent Company | ||||
Condensed Financial Statements, Captions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Cash and cash equivalents | $53,597 | $103,711 | $104,289 | $71,755 | $4,511 | $17,349 | $24,684 | $26,419 |
Accounts receivable, net | 453,576 | 495,447 | ' | ' | 124,359 | 133,384 | ' | ' |
Non-Debtor receivables | ' | ' | ' | ' | 47,704 | 40,550 | ' | ' |
Inventories | 530,895 | 483,218 | ' | ' | 207,769 | 196,129 | ' | ' |
Prepaid expenses and other current assets | 52,104 | 47,874 | ' | ' | 36,808 | 37,594 | ' | ' |
Total current assets | 1,107,005 | 1,146,589 | ' | ' | 421,151 | 425,006 | ' | ' |
Property, plant and equipment, net | 568,600 | 576,412 | ' | ' | 226,156 | 228,297 | ' | ' |
Investments in non-Debtor subsidiaries | ' | ' | ' | ' | 396,052 | 400,048 | ' | ' |
Non-Debtor loans | ' | ' | ' | ' | 222,881 | 240,505 | ' | ' |
Other noncurrent assets | 42,943 | 50,670 | ' | ' | 74,305 | 84,734 | ' | ' |
Total other assets | ' | ' | ' | ' | 693,238 | 725,287 | ' | ' |
Total assets | 1,973,862 | 2,032,788 | ' | ' | 1,340,545 | 1,378,590 | ' | ' |
Current maturities of long-term debt | 246,892 | 268,828 | ' | ' | 299,692 | 284,625 | ' | ' |
Accounts payable and accrued expenses | 260,464 | 263,904 | ' | ' | 115,047 | 110,812 | ' | ' |
Total current liabilities | 831,251 | 829,611 | ' | ' | 414,739 | 395,437 | ' | ' |
Other noncurrent liabilities | 63,412 | 64,493 | ' | ' | 59,235 | 60,442 | ' | ' |
Liabilities not subject to compromise | 1,099,037 | 1,101,661 | ' | ' | 473,974 | 455,879 | ' | ' |
Liabilities subject to compromise | 965,733 | 950,643 | ' | ' | 965,733 | 950,643 | ' | ' |
Total Debtor's deficit | -90,908 | -19,516 | ' | ' | -99,162 | -27,932 | ' | ' |
Total liabilities and Debtors' equity | $1,973,862 | $2,032,788 | ' | ' | $1,340,545 | $1,378,590 | ' | ' |
Debtors_Financial_Statements_C
Debtor's Financial Statements (Cash Flows) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Condensed Financial Statements, Captions [Line Items] | ' | ' |
Net cash used in operating activities | ($58,801) | ($165,346) |
Capital expenditures | -23,591 | -18,930 |
Proceeds from asset sales | 7,102 | 529 |
Net cash used in investing activities | -16,489 | -18,401 |
Increase in short-term borrowings | 26,995 | 1,043 |
Increase (decrease) in other debt | -299 | 176,600 |
Financing fees and other | -1,672 | -25,628 |
Net cash provided by financing activities | 25,024 | 152,015 |
Effect of exchange rate changes on cash and cash equivalents | 152 | -802 |
Net decrease in cash and cash equivalents | -50,114 | -32,534 |
Cash and cash equivalents, beginning of period | 103,711 | 104,289 |
Cash and cash equivalents, end of period | 53,597 | ' |
Parent Company | ' | ' |
Condensed Financial Statements, Captions [Line Items] | ' | ' |
Net cash used in operating activities | -18,935 | -143,029 |
Capital expenditures | -6,871 | -6,372 |
Proceeds from asset sales | 12 | 0 |
Net cash used in investing activities | -6,859 | -6,372 |
Increase in short-term borrowings | 15,067 | 0 |
Increase (decrease) in other debt | -451 | 173,329 |
Financing fees and other | -1,660 | -25,628 |
Net cash provided by financing activities | 12,956 | 147,701 |
Effect of exchange rate changes on cash and cash equivalents | 0 | -35 |
Net decrease in cash and cash equivalents | -12,838 | -1,735 |
Cash and cash equivalents, beginning of period | 17,349 | 26,419 |
Cash and cash equivalents, end of period | $4,511 | $24,684 |
Stockholders_Deficit_Details
Stockholders' Deficit (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Components of Stockholder's equity | ' | ' |
Beginning Balance | ($19,516) | ' |
Net loss | -71,383 | -91,222 |
Defined benefit plans, net of tax $16 | -140 | 66 |
Translation adjustment | -109 | -519 |
Common stock issuance/other | -11 | ' |
Stock compensation | 251 | ' |
Ending Balance | -90,908 | ' |
Defined benefit plans, tax | 16 | ' |
Common Stock | ' | ' |
Components of Stockholder's equity | ' | ' |
Beginning Balance | 791 | ' |
Net loss | ' | ' |
Defined benefit plans, net of tax $16 | ' | ' |
Translation adjustment | ' | ' |
Common stock issuance/other | ' | ' |
Stock compensation | ' | ' |
Ending Balance | 791 | ' |
Additional Paid-in Capital | ' | ' |
Components of Stockholder's equity | ' | ' |
Beginning Balance | 1,139,850 | ' |
Net loss | ' | ' |
Defined benefit plans, net of tax $16 | ' | ' |
Translation adjustment | ' | ' |
Common stock issuance/other | -11 | ' |
Stock compensation | 251 | ' |
Ending Balance | 1,140,090 | ' |
Accumulated Deficit | ' | ' |
Components of Stockholder's equity | ' | ' |
Beginning Balance | -1,157,124 | ' |
Net loss | -71,221 | ' |
Defined benefit plans, net of tax $16 | ' | ' |
Translation adjustment | ' | ' |
Common stock issuance/other | ' | ' |
Stock compensation | ' | ' |
Ending Balance | -1,228,345 | ' |
Accumulated Other Comprehensive Loss | ' | ' |
Components of Stockholder's equity | ' | ' |
Beginning Balance | -11,449 | ' |
Net loss | ' | ' |
Defined benefit plans, net of tax $16 | -140 | ' |
Translation adjustment | -109 | ' |
Common stock issuance/other | ' | ' |
Stock compensation | ' | ' |
Ending Balance | -11,698 | ' |
Noncontrolling Interests | ' | ' |
Components of Stockholder's equity | ' | ' |
Beginning Balance | 8,416 | ' |
Net loss | -162 | ' |
Defined benefit plans, net of tax $16 | ' | ' |
Translation adjustment | ' | ' |
Common stock issuance/other | ' | ' |
Stock compensation | ' | ' |
Ending Balance | $8,254 | ' |
Stockholders_Deficit_AOCI_Deta
Stockholders' Deficit (AOCI) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | |
Accumulated Comprehensive Income [Roll Forward] | ' | |
Beginning Balance | ($11,449) | |
Other comprehensive income (loss) before reclassifications | 485 | |
Amounts reclassified from AOCI | -734 | |
Net change in other comprehensive loss | -249 | |
Ending Balance | -11,698 | |
Defined Benefit Plans | ' | |
Accumulated Comprehensive Income [Roll Forward] | ' | |
Beginning Balance | -71,417 | [1] |
Other comprehensive income (loss) before reclassifications | 594 | [1] |
Amounts reclassified from AOCI | -734 | [1] |
Net change in other comprehensive loss | -140 | [1] |
Ending Balance | -71,557 | [1] |
Cumulative Translation Adjustment | ' | |
Accumulated Comprehensive Income [Roll Forward] | ' | |
Beginning Balance | 59,968 | |
Other comprehensive income (loss) before reclassifications | -109 | |
Amounts reclassified from AOCI | 0 | |
Net change in other comprehensive loss | -109 | |
Ending Balance | $59,859 | |
[1] | See Note 10 to the Consolidated Financial Statements. |
Goodwill_and_Intangibles_Net_D
Goodwill and Intangibles, Net (Details) (USD $) | Jun. 30, 2014 | Mar. 31, 2014 |
In Thousands, unless otherwise specified | ||
Summary of Goodwill and intangible assets | ' | ' |
Gross amount, Total | $210,458 | $210,467 |
Accumulated amortization, Total | -69,778 | -68,086 |
Intangibles, Net | 6,400 | ' |
Goodwill and intangible assets, Net Total | 140,680 | 142,381 |
Trademarks and Tradenames (subject to amortization) | ' | ' |
Summary of Goodwill and intangible assets | ' | ' |
Intangibles, Gross amount | 14,003 | 13,996 |
Intangibles, Accumulated amortization | -11,230 | -10,961 |
Intangibles, Net | 2,773 | 3,035 |
Customer Relationships | ' | ' |
Summary of Goodwill and intangible assets | ' | ' |
Intangibles, Gross amount | 107,923 | 107,993 |
Intangibles, Accumulated amortization | -45,441 | -44,349 |
Intangibles, Net | 62,482 | 63,644 |
Technology | ' | ' |
Summary of Goodwill and intangible assets | ' | ' |
Intangibles, Gross amount | 26,051 | 26,030 |
Intangibles, Accumulated amortization | -13,107 | -12,776 |
Intangibles, Net | 12,944 | 13,254 |
Goodwill (not subject to amortization) | ' | ' |
Summary of Goodwill and intangible assets | ' | ' |
Goodwill, Gross amount | 917 | 916 |
Goodwill, Net | 917 | 916 |
Trademarks and Tradenames (not subject to amortization) | ' | ' |
Summary of Goodwill and intangible assets | ' | ' |
Intangibles, Gross amount | 61,564 | 61,532 |
Intangibles, Net | $61,564 | $61,532 |
Goodwill_and_Intangibles_Net_D1
Goodwill and Intangibles, Net (Details Textual) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' |
Amortization of intangible assets | $1.70 | $1.70 |
Anticipated amortization of intangible assets | $6.40 | ' |
Inventories_Details
Inventories (Details) (USD $) | Jun. 30, 2014 | Mar. 31, 2014 |
In Thousands, unless otherwise specified | ||
Components of Inventories, valued using the first-in, first-out (FIFO) method | ' | ' |
Raw materials | $104,601 | $94,694 |
Work-in-process | 130,529 | 115,731 |
Finished goods | 295,765 | 272,793 |
Total | $530,895 | $483,218 |
Other_Noncurrent_Assets_Detail
Other Noncurrent Assets (Details) (USD $) | Jun. 30, 2014 | Mar. 31, 2014 | ||
In Thousands, unless otherwise specified | ||||
Other noncurrent assets | ' | ' | ||
Deposits | $3,747 | [1] | $4,040 | [1] |
Deferred financing costs | 7,745 | 14,773 | ||
Investment in affiliates | 540 | 549 | ||
Capitalized software, net | 3,624 | 3,864 | ||
Retirement plans | 16,917 | 14,941 | ||
Other | 10,370 | 12,503 | ||
Total | $42,943 | $50,670 | ||
[1] | Deposits principally represent amounts held by beneficiaries as cash collateral for the Company’s contingent obligations with respect to certain environmental matters, workers' compensation insurance, and operating lease commitments. |
Debt_Details
Debt (Details) (USD $) | 3 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Mar. 31, 2014 |
Total long-term debt | ' | ' |
DIP Credit Facility | $299,692 | $284,625 |
Other, including capital lease obligations and other loans at interest rates generally ranging up to 7.7% due in installments through 2019 | 18,899 | 19,294 |
Total debt | 318,591 | 303,919 |
Current maturities | -302,983 | -288,386 |
Total long-term debt | $15,608 | $15,533 |
Stated interest rate | 7.70% | 7.70% |
Debt_Details_Textual
Debt (Details Textual) | 0 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | |||||||||||||||
Jun. 30, 2014 | Jun. 27, 2014 | Jul. 24, 2013 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 11, 2013 | Jun. 30, 2014 | Jul. 12, 2013 | Jul. 12, 2013 | Jul. 12, 2013 | Jun. 30, 2014 | Jun. 27, 2014 | 28-May-14 | Jul. 24, 2013 | Jul. 24, 2013 | Jul. 12, 2013 | Jun. 27, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jul. 22, 2014 | Jul. 22, 2014 | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility, Denominated in US Dollars | Revolving Credit Facility, Denominated in US Dollars and Euros | Term Loan | Bridge Loan | Bridge Loan | Bridge Loan | Bridge Loan | Bridge Loan | Letter of Credit | Bonds | Local Market Rates [Member] | London Interbank Offered Rate (LIBOR) | Scenario, Forecast | Scenario, Forecast | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | USD ($) | USD ($) | Revolving Credit Facility | Term Loan | Commitment Letter | ||||||||
USD ($) | USD ($) | |||||||||||||||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Short-term borrowings | $16,539,000 | ' | ' | $16,539,000 | $4,058,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Renewable period of borrowing facilities | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate description on borrowings | ' | ' | ' | 'interest at current local market rates plus up to one percent per annum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis spread on variable rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' |
Weighted average interest rate on short-term borrowings | 7.10% | ' | ' | 7.10% | 7.10% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total debt | 335,100,000 | ' | ' | 335,100,000 | 308,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
DIP, amount arranged | 500,000,000 | ' | 90,000,000 | 500,000,000 | ' | 500,000,000 | 225,000,000 | 225,000,000 | 110,000,000 | 115,000,000 | 275,000,000 | ' | 100,000,000 | 25,000,000 | 75,000,000 | 25,000,000 | 85,000,000 | 185,000,000 | ' | ' | ' | 60,000,000 |
DIP, increases to amount arranged | 485,000,000 | 120,000,000 | 2,500,000 | 90,000,000 | ' | ' | ' | ' | ' | ' | ' | 36,000,000 | ' | ' | ' | ' | 75,000,000 | ' | ' | ' | 60,000,000 | ' |
DIP Financing, Convertible, Carrying Amount of Equity Component | $300,000,000 | ' | ' | $300,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
DIP, EBITDA exceeding the DIP budget | ' | ' | 110.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
DIP amount arranged, basis spread | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.25% | ' | ' |
DIP amount arranged, stated percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage pledge of equity interests | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Trailing EBITDA | ' | ' | ' | '12 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest_Expense_Net_Details
Interest Expense, Net (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Interest Expense [Abstract] | ' | ' |
Interest income included in interest expense, net | $0.10 | $0.30 |
Other_Expense_Net_Details
Other Expense, Net (Details) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | ||
Components of other expense, net | ' | ' | ||
Currency remeasurement loss | $688 | [1] | $5,609 | [1] |
Other | 8 | -444 | ||
Total | $696 | $5,165 | ||
[1] | The currency remeasurement loss related primarily to intercompany loans to foreign subsidiaries denominated in Euros, Australian dollars, and various other foreign currencies. |
Employee_Benefits_Details
Employee Benefits (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Pension Benefits | ' | ' |
Components of the Company's net periodic pension and other post-retirement benefit costs | ' | ' |
Service cost | $528 | $556 |
Interest cost | 7,221 | 7,075 |
Expected return on plan assets | -7,839 | -7,524 |
Amortization of: | ' | ' |
Prior service cost | 17 | 16 |
Actuarial loss | 753 | 780 |
Net periodic benefit cost | 680 | 903 |
Other Post-Retirement Benefits | ' | ' |
Components of the Company's net periodic pension and other post-retirement benefit costs | ' | ' |
Service cost | 196 | 193 |
Interest cost | 210 | 248 |
Amortization of: | ' | ' |
Prior service cost | -123 | -122 |
Actuarial loss | 87 | 170 |
Net periodic benefit cost | $369 | $489 |
Employee_Benefits_Details_Text
Employee Benefits (Details Textual) (USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Jun. 30, 2014 |
Employee Benefits (Textual) [Abstract] | ' |
Aggregate payments | $4.90 |
Pension Benefits | ' |
Employee Benefits (Textual) [Abstract] | ' |
Estimated fiscal 2014 other post-retirement contributions | 22.4 |
Other Post-Retirement Benefits | ' |
Employee Benefits (Textual) [Abstract] | ' |
Estimated fiscal 2014 other post-retirement contributions | $1.70 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Jun. 30, 2014 | Mar. 31, 2014 |
Commitments and Contingencies (Textual) [Abstract] | ' | ' |
Number of federally defined Superfund sites | 50 | ' |
Intended to disclose environmental remediation cost liability | $25.10 | $25.50 |
Loss Contingency, Damages Sought, Value | 40 | ' |
Expected cost for remediation, Minimum to Tampa, Florida | 13 | ' |
Expected cost for remediation, Maximum to Tampa, Florida | 20 | ' |
Costs for supplemental investigations, remediation and site closure, Minimum to Columbus, Georgia | 6 | ' |
Costs for supplemental investigations, remediation and site closure, Maximum to Columbus, Georgia | 8.5 | ' |
Outstanding letters of credit, face value | 70 | ' |
Surety bonds, face value | 56.1 | ' |
Collateral held by the sureties in the form of letters of credit | 53.9 | ' |
Bank guarantees outstanding | $17.50 | ' |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Income Tax Disclosure [Abstract] | ' | ' |
Effective income tax rate | -2.30% | -0.30% |
Unrecognized tax benefits | $36 | ' |
Unrecognized tax benefits that would impact effective tax rate | 32.1 | ' |
Income tax penalties and interest accrued | 1 | ' |
Removal of uncertain tax benefit would affect forecasted annual effective tax | $0.10 | ' |
Restructuring_and_Impairments_2
Restructuring and Impairments, Net (Narrative) (Details) (USD $) | 3 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Mar. 31, 2014 |
Position | ||
Restructuring Cost and Reserve [Line Items] | ' | ' |
Restructuring Charges | $3,305 | ' |
Restructuring and Related Cost, Number of Positions Eliminated | ' | 10 |
Gain on Asset Sales / Impairments, net | -623 | ' |
Employee Severance [Member] | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Restructuring Charges | 1,046 | ' |
Facility Closing [Member] | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Restructuring Charges | $2,259 | ' |
Restructuring_and_Impairments_3
Restructuring and Impairments, Net (Details) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | ||
Summarized restructuring reserve and asset impairment activity | ' | ' | ||
Restructuring Reserve, Beginning Balance | $14,635 | ' | ||
Expenses | 3,305 | ' | ||
Payments and currency translation | -4,370 | ' | ||
Restructuring reserve before reclassification to liabilities subject to compromise | 13,570 | ' | ||
Reclassify to liabilities subject to compromise | -6,785 | ' | ||
Restructuring Reserve, Ending Balance | 6,785 | ' | ||
Gain on Asset Sales / Impairments, net | -623 | ' | ||
Total Restructuring / Impairments, net | 2,682 | [1] | 8,724 | [1] |
Severance Costs | ' | ' | ||
Summarized restructuring reserve and asset impairment activity | ' | ' | ||
Restructuring Reserve, Beginning Balance | 7,921 | ' | ||
Expenses | 1,046 | ' | ||
Payments and currency translation | -3,743 | ' | ||
Restructuring reserve before reclassification to liabilities subject to compromise | 5,224 | ' | ||
Closure Costs | ' | ' | ||
Summarized restructuring reserve and asset impairment activity | ' | ' | ||
Restructuring Reserve, Beginning Balance | 6,714 | ' | ||
Expenses | 2,259 | ' | ||
Payments and currency translation | -627 | ' | ||
Restructuring reserve before reclassification to liabilities subject to compromise | $8,346 | ' | ||
[1] | See Note 13 to the Consolidated Financial Statements. |
Restructuring_and_Impairments_4
Restructuring and Impairments, Net (Details 1) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | ||
Summarized restructuring and asset impairment expenses by segment | ' | ' | ||
Total Restructuring/Impairments,net | $2,682 | [1] | $8,724 | [1] |
Transportation Americas | ' | ' | ||
Summarized restructuring and asset impairment expenses by segment | ' | ' | ||
Total Restructuring/Impairments,net | 208 | 7,339 | ||
Transportation Europe & ROW | ' | ' | ||
Summarized restructuring and asset impairment expenses by segment | ' | ' | ||
Total Restructuring/Impairments,net | -410 | -77 | ||
Industrial Energy Americas | ' | ' | ||
Summarized restructuring and asset impairment expenses by segment | ' | ' | ||
Total Restructuring/Impairments,net | 51 | 93 | ||
Industrial Energy Europe & ROW | ' | ' | ||
Summarized restructuring and asset impairment expenses by segment | ' | ' | ||
Total Restructuring/Impairments,net | 2,833 | 1,070 | ||
Unallocated corporate | ' | ' | ||
Summarized restructuring and asset impairment expenses by segment | ' | ' | ||
Total Restructuring/Impairments,net | $0 | $299 | ||
[1] | See Note 13 to the Consolidated Financial Statements. |
Loss_Per_Share_Details
Loss Per Share (Details) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Total | 5,438 | 8,071 |
Shares associated with convertible debt (assumed conversion) | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Total | 3,697 | 3,697 |
Employee stock options | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Total | 1,633 | 2,872 |
Restricted stock awards (non-vested) | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Total | 108 | 1,502 |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | Jun. 30, 2014 | Mar. 31, 2014 | ||
In Thousands, unless otherwise specified | ||||
Carrying Value | Commodity swap / forward | ' | ' | ||
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ||
Derivative Assets | $79 | [1] | ' | |
Derivative Liability | ' | -1,709 | [1] | |
Carrying Value | Senior Secured Notes | ' | ' | ||
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ||
Debt | -734,464 | [2] | -734,474 | [2] |
Carrying Value | Convertible senior subordinated notes | ' | ' | ||
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ||
Debt | -51,900 | [2] | -51,900 | [2] |
Estimated Fair Value | Commodity swap / forward | ' | ' | ||
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ||
Derivative Assets | 79 | [1] | ' | |
Derivative Liability | ' | -1,709 | [1] | |
Estimated Fair Value | Senior Secured Notes | ' | ' | ||
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ||
Debt | -437,930 | [2] | -560,955 | [2] |
Estimated Fair Value | Convertible senior subordinated notes | ' | ' | ||
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ||
Debt | ($7,915) | [2] | ($12,988) | [2] |
[1] | These financial instruments are required to be measured at fair value, and are based on inputs as described in the three-tier hierarchy that prioritizes inputs used in measuring fair value as of the reported date: | |||
[2] | Classified as liabilities subject to compromise |
Fair_Value_Measurements_Detail1
Fair Value Measurements (Details 1) (Recurring, Commodity swap / forward, USD $) | Jun. 30, 2014 | Mar. 31, 2014 |
In Thousands, unless otherwise specified | ||
Total Fair Value Measurement | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Derivative Assets | $79 | ' |
Derivative Liability | ' | -1,709 |
Quoted Price in Active Markets for Identical Assets (Level 1) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Derivative Assets | 0 | ' |
Derivative Liability | ' | 0 |
Significant Other Observable Inputs (Level 2) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Derivative Assets | 79 | ' |
Derivative Liability | ' | -1,709 |
Significant Unobservable Inputs (Level 3) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Derivative Assets | 0 | ' |
Derivative Liability | ' | $0 |
Segment_Information_Details
Segment Information (Details) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | ||
Segment | ||||
Segment Reporting Information [Line Items] | ' | ' | ||
Number of business segments | 4 | ' | ||
Net sales | ' | ' | ||
Net sales | $651,585 | $682,242 | ||
Operating income (loss) | ' | ' | ||
Operating income (loss) | -15,536 | -16,130 | ||
Restructuring and impairments, net | -2,682 | [1] | -8,724 | [1] |
Total operating income (loss) | -18,218 | -24,854 | ||
Depreciation and Amortization | ' | ' | ||
Depreciation and amortization | 20,484 | 20,491 | ||
Capital expenditures | ' | ' | ||
Capital expenditures | 23,591 | 18,930 | ||
Transportation Americas | ' | ' | ||
Net sales | ' | ' | ||
Net sales | 158,754 | 190,212 | ||
Operating income (loss) | ' | ' | ||
Operating income (loss) | -20,652 | -15,944 | ||
Restructuring and impairments, net | -208 | -7,339 | ||
Depreciation and Amortization | ' | ' | ||
Depreciation and amortization | 6,208 | 6,980 | ||
Capital expenditures | ' | ' | ||
Capital expenditures | 8,660 | 5,386 | ||
Transportation Europe & ROW | ' | ' | ||
Net sales | ' | ' | ||
Net sales | 191,331 | 186,437 | ||
Operating income (loss) | ' | ' | ||
Operating income (loss) | 448 | -4,527 | ||
Restructuring and impairments, net | 410 | 77 | ||
Depreciation and Amortization | ' | ' | ||
Depreciation and amortization | 5,959 | 5,223 | ||
Capital expenditures | ' | ' | ||
Capital expenditures | 9,047 | 10,757 | ||
Industrial Energy Americas | ' | ' | ||
Net sales | ' | ' | ||
Net sales | 107,847 | 101,617 | ||
Operating income (loss) | ' | ' | ||
Operating income (loss) | 5,348 | 4,627 | ||
Restructuring and impairments, net | -51 | -93 | ||
Depreciation and Amortization | ' | ' | ||
Depreciation and amortization | 2,614 | 2,979 | ||
Capital expenditures | ' | ' | ||
Capital expenditures | 1,318 | 986 | ||
Industrial Energy Europe & ROW | ' | ' | ||
Net sales | ' | ' | ||
Net sales | 193,653 | 203,976 | ||
Operating income (loss) | ' | ' | ||
Operating income (loss) | 4,427 | 6,078 | ||
Restructuring and impairments, net | -2,833 | -1,070 | ||
Depreciation and Amortization | ' | ' | ||
Depreciation and amortization | 4,349 | 4,345 | ||
Capital expenditures | ' | ' | ||
Capital expenditures | 3,090 | 1,584 | ||
Unallocated corporate expenses | ' | ' | ||
Operating income (loss) | ' | ' | ||
Operating income (loss) | -5,107 | -6,364 | ||
Restructuring and impairments, net | 0 | -299 | ||
Depreciation and Amortization | ' | ' | ||
Depreciation and amortization | 1,354 | 964 | ||
Capital expenditures | ' | ' | ||
Capital expenditures | $1,476 | $217 | ||
[1] | See Note 13 to the Consolidated Financial Statements. |
Related_Party_Transactions_Det
Related Party Transactions (Details) (Services Agreement, Management, USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Services Agreement | Management | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Maximum success fee | $1.80 | ' |
Expenses from transactions with related party | $6.10 | $3.70 |