Document and Entity Information
Document and Entity Information Document - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 31, 2015 | |
Entity Information [Line Items] | ||
Entity Registrant Name | TRIMAS CORP | |
Entity Central Index Key | 842,633 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 45,407,222 |
Consolidated Balance Sheet Stat
Consolidated Balance Sheet Statement - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 26,170 | $ 24,420 |
Receivables, net of reserves | 140,150 | 132,800 |
Inventories | 179,670 | 171,260 |
Deferred income taxes | 24,030 | 24,030 |
Prepaid expenses and other current assets | 18,850 | 8,690 |
Current assets, discontinued operations | 0 | 197,420 |
Total current assets | 388,870 | 558,620 |
Property and equipment, net | 176,970 | 177,470 |
Goodwill | 457,720 | 460,080 |
Other intangibles, net | 286,700 | 297,420 |
Other assets | 24,750 | 27,960 |
Non-current assets, discontinued operations | 0 | 140,200 |
Total assets | 1,335,010 | 1,661,750 |
Current liabilities: | ||
Current maturities, long-term debt | 10,460 | 23,400 |
Accounts payable | 106,380 | 103,510 |
Accrued liabilities | 59,850 | 63,110 |
Current liabilities, discontinued operations | 0 | 119,900 |
Total current liabilities | 176,690 | 309,920 |
Long-term debt | 453,490 | 615,170 |
Deferred income taxes | 46,130 | 46,320 |
Other long-term liabilities | 56,560 | 64,450 |
Non-current liabilities, discontinued operations | 0 | 35,260 |
Total liabilities | 732,870 | 1,071,120 |
Preferred stock $0.01 par: Authorized 100,000,000 shares; Issued and outstanding: None | 0 | 0 |
Common stock, $0.01 par: Authorized 400,000,000 shares; Issued and outstanding: 45,260,103 shares at June 30, 2015 and 45,280,385 shares at December 31, 2014 | 450 | 450 |
Paid-in capital | 808,450 | 806,810 |
Accumulated deficit | (205,030) | (226,850) |
Accumulated other comprehensive income | (1,730) | 10,220 |
Total shareholders' equity | 602,140 | 590,630 |
Total liabilities, redeemable noncontrolling interests and shareholders' equity | $ 1,335,010 | $ 1,661,750 |
Consolidated Balance Sheet Pare
Consolidated Balance Sheet Parentheticals - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Receivables, reserves (in dollars) | $ 2.6 | $ 2.2 |
Stockholders' Equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, Authorized shares | 100,000,000 | 100,000,000 |
Preferred stock, Issued Shares | 0 | 0 |
Preferred stock, outstanding Shares | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, Authorized shares | 400,000,000 | 400,000,000 |
Common Stock, Issued Shares | 45,260,103 | 45,280,385 |
Common Stock, outstanding Shares | 45,260,103 | 45,280,385 |
Consolidated Statement of Incom
Consolidated Statement of Income Statement - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net sales | $ 224,900 | $ 224,710 | $ 449,030 | $ 441,540 |
Cost of sales | (163,180) | (161,950) | (324,390) | (318,340) |
Gross profit | 61,720 | 62,760 | 124,640 | 123,200 |
Selling, general and administrative expenses | (42,510) | (37,390) | (82,410) | (73,720) |
Operating profit | 19,210 | 25,370 | 42,230 | 49,480 |
Other expense, net: | ||||
Interest expense | (3,720) | (2,120) | (7,170) | (4,230) |
Debt financing and extinguishment costs | (1,970) | 0 | (1,970) | 0 |
Other expense, net | (290) | (1,380) | (1,610) | (1,720) |
Other expense, net | (5,980) | (3,500) | (10,750) | (5,950) |
Income from continuing operations before income tax expense | 13,230 | 21,870 | 31,480 | 43,530 |
Income tax expense | (4,740) | (7,430) | (11,050) | (15,400) |
Income from continuing operations | 8,490 | 14,440 | 20,430 | 28,130 |
Income (loss) from discontinued operations, net of tax | (6,780) | 11,760 | (4,740) | 17,450 |
Net Income | 1,710 | 26,200 | 15,690 | 45,580 |
Net income attributable to redeemable noncontrolling interests | 0 | 0 | 0 | 810 |
Net income attributable to TriMas Corporation | $ 1,710 | $ 26,200 | $ 15,690 | $ 44,770 |
Basic earnings per share attributable to TriMas Corporation: | ||||
Continuing operations | $ 0.19 | $ 0.32 | $ 0.45 | $ 0.61 |
Discontinued operations | (0.15) | 0.26 | (0.10) | 0.39 |
Net income per share | $ 0.04 | $ 0.58 | $ 0.35 | $ 1 |
Weighted average common shares—basic | 45,150,827 | 44,901,090 | 45,074,394 | 44,834,842 |
Diluted earnings per share attributable to TriMas Corporation: | ||||
Continuing operations | $ 0.19 | $ 0.32 | $ 0.45 | $ 0.60 |
Discontinued operations | (0.15) | 0.26 | (0.10) | 0.39 |
Net income per share | $ 0.04 | $ 0.58 | $ 0.35 | $ 0.99 |
Weighted average common shares—diluted | 45,418,907 | 45,230,862 | 45,409,875 | 45,208,488 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net Income | $ 1,710 | $ 26,200 | $ 15,690 | $ 45,580 |
Other comprehensive income | ||||
Defined benefit pension and postretirement plans, net of tax | 2,480 | 170 | 2,730 | 350 |
Foreign currency translation | 880 | 2,980 | (5,660) | 4,860 |
Derivative instruments, net of tax | (320) | (530) | (710) | (220) |
Total other comprehensive income (loss) | 3,040 | 2,620 | (3,640) | 4,990 |
Total comprehensive income | 4,750 | 28,820 | 12,050 | 50,570 |
Net Income Attributable to Redeemable Noncontrolling Interest | 0 | 0 | 0 | 810 |
Total comprehensive income attributable to TriMas Corporation | $ 4,750 | $ 28,820 | $ 12,050 | $ 49,760 |
Consolidated Statement of Comp6
Consolidated Statement of Comprehensive Income Parentheticals - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Consolidated Statement of Comprehensive Income | ||||
Amortization of defined benefit plan deferred losses, tax | $ 1,500 | $ 100 | $ 1,600 | $ 200 |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Tax | $ 100 | $ 300 | $ 400 | $ 200 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows Statement - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash Flows from Operating Activities: | ||
Net Income | $ 15,690 | $ 45,580 |
Income (loss) from discontinued operations | (4,740) | 17,450 |
Income from continuing operations | 20,430 | 28,130 |
Adjustments to reconcile net income to net cash used for operating activities: | ||
Loss on dispositions of property and equipment | (300) | (180) |
Depreciation | 10,830 | 10,380 |
Amortization of intangible assets | 10,580 | 7,180 |
Amortization of debt issue costs | 1,020 | 960 |
Deferred income taxes | (250) | (3,110) |
Non-cash compensation expense | 2,870 | 4,190 |
Excess tax benefit from stock based compensation | (270) | (1,030) |
Debt financing and extinguishment costs | 1,970 | 0 |
Increase in receivables | (8,930) | (22,370) |
(Increase) decrease in inventories | (9,210) | 2,030 |
Decrease in prepaid expenses and other assets | 510 | 1,380 |
Increase (decrease) in accounts payable and accrued liabilities | (8,550) | 10,750 |
Other, net | (820) | 560 |
Net cash provided by operating activities of continuing operations | 20,480 | 39,230 |
Net cash used for operating activities of discontinued operations | (14,030) | (16,240) |
Net cash provided by operating activities | 6,450 | 22,990 |
Cash Flows from Investing Activities: | ||
Capital expenditures | (12,890) | (12,940) |
Net proceeds from disposition of property and equipment | 690 | 40 |
Net cash used for investing activities of continuing operations | (12,200) | (12,900) |
Net cash used for investing activities of discontinued operations | (2,510) | (7,350) |
Net cash used for investing activities | (14,710) | (20,250) |
Cash Flows from Financing Activities: | ||
Proceeds from borrowings on term loan facilities | 275,000 | 0 |
Repayments of borrowings on term loan facilities | (441,360) | (4,440) |
Proceeds from borrowings on revolving credit and accounts receivable facilities | 697,890 | 552,110 |
Repayments of borrowings on revolving credit and accounts receivable facilities | (703,390) | (489,310) |
Payments for deferred purchase price | 5,710 | 0 |
Debt financing fees | (1,850) | 0 |
Distributions to noncontrolling interests | 0 | (580) |
Payment for noncontrolling interests | 0 | (51,000) |
Shares surrendered upon vesting of options and restricted stock awards to cover tax obligations | (2,620) | (2,740) |
Proceeds from exercise of stock options | 430 | 430 |
Excess tax benefits from stock based compensation | 270 | 1,030 |
Cash transferred to the Cequent businesses | (17,050) | 0 |
Net cash provided by (used for) financing activities of continuing operations | (198,390) | 5,500 |
Net cash provided by financing activities of discontinued operations | 208,400 | 3,140 |
Net cash provided by financing activities | 10,010 | 8,640 |
Increase for the period | 1,750 | 11,380 |
At beginning of period | 24,420 | 27,000 |
At end of period | 26,170 | 38,380 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 9,690 | 5,550 |
Cash paid for taxes | $ 17,390 | $ 10,740 |
Consolidated Statement of Share
Consolidated Statement of Shareholders' Equity Statement - 6 months ended Jun. 30, 2015 - USD ($) $ in Thousands | Total | Common Stock [Member] | Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income [Member] |
Balances at Dec. 31, 2014 | $ 590,630 | $ 450 | $ 806,810 | $ (226,850) | $ 10,220 |
Net income attributable to TriMas Corporation | 15,690 | 15,690 | |||
Other comprehensive income (loss) | (3,640) | (3,640) | |||
Shares surrendered upon vesting of options and restricted stock awards to cover tax obligations | (2,620) | (2,620) | |||
Stock option exercises and restricted stock vesting | 430 | 0 | 430 | ||
Excess tax benefits from stock based compensation | 270 | 270 | |||
Non-cash compensation expense | 3,560 | 3,560 | |||
Distribution of the Cequent businesses | (2,180) | 6,130 | (8,310) | ||
Balances at Jun. 30, 2015 | $ 602,140 | $ 450 | $ 808,450 | $ (205,030) | $ (1,730) |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation TriMas Corporation ("TriMas" or the "Company"), and its consolidated subsidiaries, is a global manufacturer and distributor of products for commercial, industrial and consumer markets. The Company is principally engaged in the following reportable segments with diverse products and market channels: Packaging, Aerospace, Energy and Engineered Components. See Note 10 , " Segment Information ," for further information on each of the Company's reportable segments. On June 30, 2015, the Company completed the previously announced spin-off of its Cequent businesses, creating a new independent publicly traded company, Horizon Global Corporation ("Horizon"). In addition, on June 30, 2015, immediately prior to the effective time of the spin-off, Horizon paid a cash distribution to the Company of $214.5 million using the proceeds of its new debt financing arrangement and cash on hand. Consistent with previous estimates, the Company incurred approximately $30 million of one-time, pre-tax costs associated with the spin-off, of which, approximately $29 million were incurred during 2015. These costs primarily related to financing, legal, tax and accounting services rendered by third parties. Of the $30 million in costs, approximately $18 million was included in the income (loss) from discontinued operations, $9 million was capitalized as deferred financing fees associated with Horizon's debt issuance coincident with the spin-off and is included in the balance sheet of the discontinued operations and approximately $3 million relates to fees associated with the Company's refinancing of long-term debt, of which approximately $2 million was included in the income from continuing operations as debt financing and extinguishment costs and approximately $1 million was capitalized as deferred financing fees in the accompanying consolidated balance sheet. The financial position, results of operations and cash flows of the Cequent businesses are reflected as discontinued operations for all periods presented through the date of the spin-off. See Note 3 , " Discontinued Operations ," for further details regarding the spin-off. The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries and, in the opinion of management, contain all adjustments, including adjustments of a normal and recurring nature, necessary for a fair presentation of financial position and results of operations. Results of operations for interim periods are not necessarily indicative of results for the full year. The accompanying consolidated financial statements and notes thereto should be read in conjunction with the Company's 2014 Annual Report on Form 10-K. |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2015 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-03, "Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs" ("ASU 2015-03"). ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. ASU 2015-03 is currently effective for fiscal years, and interim periods within those years, beginning after December 15, 2015, with early adoption permitted. The Company is in the process of assessing the impact of the adoption of ASU 2015-03 on its consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)" ("ASU 2014-09"). ASU 2014-09 requires that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASU 2014-09 was originally effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2016. In July 2015, the FASB issued a deferral of ASU 2014-09 of one year, making it effective for annual reporting periods beginning on or after December 15, 2017 while also providing for early adoption, but not before the original effective date. The Company is in the process of assessing the impact of the adoption of ASU 2014-09 on its consolidated financial statements. |
Discontinued Operations Discont
Discontinued Operations Discontinued Operations (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | . Discontinued Operations Spin-off of the Cequent businesses On June 30, 2015, the Company completed the previously announced spin-off of its Cequent businesses (comprised of the Cequent Americas and Cequent Asia Pacific Europe Africa ("Cequent APEA") reportable segments), creating a new independent publicly traded company, Horizon Global Corporation, through the distribution of 100% of the Company's interest in Horizon to holders of the Company's common shares. On June 30, 2015, each of the Company's shareholders of record as of the close of business on the record date of June 25, 2015 received two shares of Horizon common stock for every five shares of TriMas common stock held. In addition, on June 30, 2015, immediately prior to the effective time of the spin-off, Horizon entered into a new debt financing arrangement and used the proceeds to make a cash distribution of $214.5 million to the Company. The Cequent businesses are presented as discontinued operations in the Company's consolidated balance sheet, the consolidated statements of income and cash flows for all periods presented. The carrying value of the assets and liabilities immediately preceding the spin-off of the Cequent businesses on June 30, 2015, and as of December 31, 2014 were as follows: Immediately preceding the spin-off on June 30, 2015 December 31, Assets Current assets: Cash and cash equivalents $ 17,050 $ — Receivables, net 92,750 63,520 Inventories 125,750 123,370 Deferred income taxes 4,840 4,840 Prepaid expenses and other current assets 6,520 5,690 Total current assets 246,910 197,420 Property and equipment, net $ 48,870 $ 55,180 Goodwill 5,630 6,580 Other intangibles, net 61,400 66,510 Other assets 15,910 11,930 Total assets $ 378,720 $ 337,620 Liabilities Current liabilities: Current maturities, long-term debt $ 17,940 $ 460 Accounts payable 81,830 81,500 Accrued liabilities 44,190 37,940 Total current liabilities 143,960 119,900 Long-term debt 195,460 300 Deferred income taxes 9,220 8,970 Other long-term liabilities 27,900 25,990 Total liabilities $ 376,540 $ 155,160 Results of discontinued operations, including the discontinued Cequent businesses and NI Industries, are summarized as follows: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 (dollars in thousands) Net sales $ 158,540 $ 179,270 $ 300,900 $ 330,180 Cost of sales (120,800 ) (132,270 ) (227,860 ) (247,040 ) Gross profit 37,740 47,000 73,040 83,140 Selling, general and administrative expenses (41,540 ) (28,330 ) (72,360 ) (55,990 ) Operating profit (3,800 ) 18,670 680 27,150 Interest expense (1,320 ) (1,320 ) (2,540 ) (2,680 ) Other expense, net (720 ) (530 ) (1,970 ) (1,210 ) Other expense, net (2,040 ) (1,850 ) (4,510 ) (3,890 ) Income (loss) from discontinued operations, before income taxes (5,840 ) 16,820 (3,830 ) 23,260 Income tax expense (940 ) (5,060 ) (910 ) (5,810 ) Income (loss) from discontinued operations, net of tax $ (6,780 ) $ 11,760 $ (4,740 ) $ 17,450 NI Industries During the third quarter of 2014, the Company ceased operations of its former NI Industries business, which manufactured cartridge cases for the defense industry and was party to a U.S. Government facility maintenance contract. Net sales for NI Industries were approximately $1.0 million and $3.3 million for the three months and six months ended June 30, 2014 , respectively, and net loss was approximately $0.2 million and $0.1 million for the three months and six months ended June 30, 2014 , respectively. There were no net sales or net income (loss) for NI Industries during the three or six months ended June 30, 2015 . |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Changes in the carrying amount of goodwill for the six months ended June 30, 2015 are summarized as follows: Packaging Aerospace Energy Engineered Components Total (dollars in thousands) Balance, December 31, 2014 $ 169,350 $ 210,130 $ 73,180 $ 7,420 $ 460,080 Foreign currency translation and other (1,510 ) — (850 ) — (2,360 ) Balance, June 30, 2015 $ 167,840 $ 210,130 $ 72,330 $ 7,420 $ 457,720 The gross carrying amounts and accumulated amortization of the Company's other intangibles as of June 30, 2015 and December 31, 2014 are summarized below. The Company amortizes these assets over periods ranging from one to 30 years. As of June 30, 2015 As of December 31, 2014 Intangible Category by Useful Life Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization (dollars in thousands) Finite-lived intangible assets: Customer relationships, 5 – 12 years $ 75,210 $ (22,110 ) $ 75,300 $ (18,180 ) Customer relationships, 15 – 25 years 132,230 (34,600 ) 132,230 (31,140 ) Total customer relationships 207,440 (56,710 ) 207,530 (49,320 ) Technology and other, 1 – 15 years 57,930 (20,840 ) 58,040 (18,750 ) Technology and other, 17 – 30 years 43,300 (28,200 ) 43,300 (27,150 ) Total technology and other 101,230 (49,040 ) 101,340 (45,900 ) Indefinite-lived intangible assets: Trademark/Trade names 83,780 — 83,770 — Total other intangible assets $ 392,450 $ (105,750 ) $ 392,640 $ (95,220 ) Amortization expense related to intangible assets as included in the accompanying consolidated statement of income is summarized as follows: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 (dollars in thousands) Technology and other, included in cost of sales $ 1,480 $ 1,150 $ 3,080 $ 2,300 Customer relationships, included in selling, general and administrative expenses 3,740 2,440 7,500 4,880 Total amortization expense $ 5,220 $ 3,590 $ 10,580 $ 7,180 |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following components: June 30, December 31, (dollars in thousands) Finished goods $ 107,480 $ 104,760 Work in process 22,910 24,300 Raw materials 49,280 42,200 Total inventories $ 179,670 $ 171,260 |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment consists of the following components: June 30, December 31, (dollars in thousands) Land and land improvements $ 14,440 $ 14,710 Buildings 63,850 60,570 Machinery and equipment 266,020 262,670 344,310 337,950 Less: Accumulated depreciation 167,340 160,480 Property and equipment, net $ 176,970 $ 177,470 Depreciation expense as included in the accompanying consolidated statement of income is as follows: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 (dollars in thousands) Depreciation expense, included in cost of sales $ 5,020 $ 4,470 $ 9,380 $ 8,830 Depreciation expense, included in selling, general and administrative expense 730 770 1,450 1,550 Total depreciation expense $ 5,750 $ 5,240 $ 10,830 $ 10,380 |
Long-term Debt
Long-term Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-term debt | Long-term Debt The Company's long-term debt consists of the following: June 30, December 31, (dollars in thousands) Credit Agreement $ 403,280 $ 559,530 Receivables facility and other 60,670 79,040 463,950 638,570 Less: Current maturities, long-term debt 10,460 23,400 Long-term debt $ 453,490 $ 615,170 Credit Agreement During the second quarter of 2015, the Company amended its credit agreement (the "Credit Agreement"), pursuant to which the Company was able to extend maturities and resize its credit facilities following the spin-off of the Cequent businesses. The Credit Agreement consists of a $500.0 million senior secured revolving credit facility, which permits borrowings denominated in specific foreign currencies ("Foreign Currency Loans"), subject to a $75.0 million sub limit, and a $275.0 million senior secured term loan A facility ("Term Loan A Facility"). The cash distribution to the Company from Horizon was used to reduce the outstanding borrowings under the previous credit agreement. Below is a summary of key terms under the Credit Agreement as of June 30, 2015, and the key terms of the previous credit agreement in place immediately prior to entering into the amended Credit Agreement on June 30, 2015, with term loans showing the face amount of borrowings at debt issuance and revolving credit facilities showing gross availability at each date: Instrument Amount Maturity Date Interest Rate Credit Agreement Senior secured revolving credit facility $500.0 6/30/2020 LIBOR (a) plus 1.625% (b) Senior secured term loan A facility $275.0 6/30/2020 LIBOR (a) plus 1.625% (b) Previous Credit Agreement Senior secured revolving credit facility $575.0 10/16/2018 LIBOR (a) plus 1.625% Senior secured term loan A facility $450.0 10/16/2018 LIBOR (a) plus 1.625% __________________________ (a) London Interbank Offered Rate ("LIBOR") (b) The initial interest rate spread for the amended Credit Agreement is stated as 1.625% The Credit Agreement also provides incremental term loan and/or revolving credit facility commitments in an amount not to exceed the greater of $300.0 million and an amount such that, after giving effect to such incremental commitments and the incurrence of any other indebtedness substantially simultaneously with the making of such commitments, the senior secured net leverage ratio, as defined, is no greater than 2.50 to 1.00. The terms and conditions of any incremental term loan and/or revolving credit facility commitments must be no more favorable than the existing credit facility. The Company may be required to prepay a portion of its Term Loan A Facility in an amount equal to a percentage of the Company's excess cash flow, as defined, with such percentage based on the Company's leverage ratio, as defined. As of June 30, 2015 , no amounts are due under this provision. The Company is also able to issue letters of credit, not to exceed $40.0 million in aggregate, against its revolving credit facility commitments. At June 30, 2015 and December 31, 2014 , the Company had letters of credit of approximately $22.7 million and $21.9 million , respectively, issued and outstanding. At June 30, 2015 , the Company had approximately $128.3 million outstanding under its revolving credit facility and had $349.0 million potentially available after giving effect to approximately $22.7 million of letters of credit issued and outstanding. At December 31, 2014 , the Company had approximately $118.1 million outstanding under its revolving credit facility and had $435.0 million potentially available after giving effect to approximately $21.9 million of letters of credit issued and outstanding. However, including availability under its accounts receivable facility and after consideration of leverage restrictions contained in the Credit Agreement, the Company had $123.0 million and $192.0 million at June 30, 2015 and December 31, 2014 , respectively, of borrowing capacity available for general corporate purposes. Principal payments required under the Credit Agreement for the Term Loan A Facility are approximately $3.4 million due each fiscal quarter from December 2015 through September 2018 and approximately $5.2 million due each fiscal quarter from December 2018 through March 2020, with final payment of $202.8 million due on June 30, 2020. The debt under the Credit Agreement is an obligation of the Company and certain of its domestic subsidiaries and is secured by substantially all of the assets of such parties. Borrowings under the $75.0 million foreign currency sub limit of the $500.0 million senior secured revolving credit facility are secured by a pledge of the assets of the foreign subsidiary borrowers that are a party to the agreement. The Credit Agreement also contains various negative and affirmative covenants and other requirements affecting the Company and its subsidiaries, including restrictions on the incurrence of debt, liens, mergers, investments, loans, advances, guarantee obligations, acquisitions, assets dispositions, sale-leaseback transactions, hedging agreements, dividends and other restricted payments, transactions with affiliates, restrictive agreements and amendments to charters, bylaws, and other material documents. The terms of the Credit Agreement also require the Company and its subsidiaries to meet certain restrictive financial covenants and ratios computed quarterly, including a maximum leverage ratio (total consolidated indebtedness plus outstanding amounts under the accounts receivable securitization facility over consolidated EBITDA, as defined) and a minimum interest expense coverage ratio (consolidated EBITDA, as defined, over cash interest expense, as defined). At June 30, 2015 , the Company was in compliance with its financial covenants contained in the Credit Agreement. The Company incurred approximately $1.8 million in fees to complete the Credit Agreement, of which approximately $1.4 million was capitalized as deferred financing fees as of June 30, 2015 and $0.4 million was recorded as debt financing fees in the accompanying consolidated statement of income during the three months ended June 30, 2015. The Company also recorded non-cash debt extinguishment costs of $1.5 million related to the write-off of deferred financing fees associated with the previous term loan. As of June 30, 2015 , the Company's Term Loan A Facility and revolving credit facility approximated fair value as the Credit Agreement was refinanced on June 30, 2015 . As of December 31, 2014 , the Company's Term Loan A Facility traded at approximately 99.5% of par value and the Company's revolving credit facility traded at approximately 99.2% of par value. The valuations of the Credit Agreement were determined based on Level 2 inputs under the fair value hierarchy, as defined. Receivables Facility The Company is a party to an accounts receivable facility through TSPC, Inc. ("TSPC"), a wholly-owned subsidiary, to sell trade accounts receivable of substantially all of the Company's domestic business operations. During the second quarter of 2015, the Company amended the facility to remove the Cequent businesses and to reduce the committed funding from $105.0 million to $75.0 million , with no other significant changes to the facility. Under this facility, TSPC, from time to time, may sell an undivided fractional ownership interest in the pool of receivables up to approximately $75.0 million to a third party multi-seller receivables funding company. The net amount financed under the facility is less than the face amount of accounts receivable by an amount that approximates the purchaser's financing costs. The cost of funds under this facility consisted of a 3-month LIBOR-based rate plus a usage fee of 1.00% and 1.15% as of June 30, 2015 and 2014 , respectively, and a fee on the unused portion of the facility of 0.35% as of June 30, 2015 and 2014 . The Company had approximately $60.3 million and $78.7 million outstanding under the facility as of June 30, 2015 and December 31, 2014 , respectively, and $0.1 million and $1.6 million , respectively, available but not utilized. Aggregate costs incurred under the facility were approximately $0.3 million for each of the three months ended June 30, 2015 and 2014 , and $0.5 million and $0.6 million for the six months ended June 30, 2015 and 2014 , respectively, and are included in interest expense in the accompanying consolidated statement of income. The facility expires on October 16, 2018 . The cost of funds fees incurred are determined by calculating the estimated present value of the receivables sold compared to their carrying amount. The estimated present value factor is based on historical collection experience and a discount rate based on a 3-month LIBOR-based rate plus the usage fee discussed above and is computed in accordance with the terms of the agreement. As of June 30, 2015 , the cost of funds under the facility was based on an average liquidation period of the portfolio of approximately 1.6 months and an average discount rate of 1.8% . |
Derivative Instruments
Derivative Instruments | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments In December 2012, the Company entered into an interest rate swap agreement to fix the LIBOR-based variable portion of the interest rate on its Term Loan A Facility at 0.74% , beginning February 2013. The interest rate swap amortizes with the Term Loan A facility payments and as of June 30, 2015 the interest rate swap had a total notional amount of $151.3 million . The interest rate swap expires on October 11, 2017, and at inception the Company designated the swap agreement as a cash flow hedge. As of June 30, 2015 and December 31, 2014 , the fair value carrying amount of the Company's derivative instrument is recorded as follows: Asset / (Liability) Derivatives Balance Sheet Caption June 30, December 31, (dollars in thousands) Derivatives designated as hedging instruments Interest rate swap Other assets $ 570 $ 1,270 Interest rate swap Accrued liabilities (320 ) (180 ) Total derivatives designated as hedging instruments $ 250 $ 1,090 The following tables summarize the income recognized in accumulated other comprehensive income ("AOCI"), the amounts reclassified from AOCI into earnings and the amounts recognized directly into earnings for the three and six months ended June 30, 2015 and 2014 : Amount of Income Recognized in Amount of Loss Reclassified Three months ended Six months ended As of June 30, 2015 As of December 31, 2014 Location of Loss Reclassified from AOCI into Earnings (Effective Portion) 2015 2014 2015 2014 (dollars in thousands) (dollars in thousands) Derivatives designated as hedging instruments Interest rate swap $ 150 $ 680 Income from discontinued operations $ (220 ) $ (250 ) $ (440 ) $ (490 ) Over the next 12 months , the Company expects to reclassify approximately $0.3 million of pre-tax deferred losses from AOCI to interest expense as the related interest payments for the designated interest rate swap are funded. The fair value of the Company's derivatives are estimated using an income approach based on valuation techniques to convert future amounts to a single, discounted amount. Estimates of the fair value of the Company's interest rate swap use observable inputs such as interest rate yield curves. Fair value measurements and the fair value hierarchy level for the Company's assets and liabilities measured at fair value on a recurring basis as of June 30, 2015 and December 31, 2014 are shown below. Description Frequency Asset / (Liability) Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (dollars in thousands) June 30, 2015 Interest rate swap Recurring $ 250 $ — $ 250 $ — December 31, 2014 Interest rate swap Recurring $ 1,090 $ — $ 1,090 $ — |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Asbestos As of June 30, 2015 , the Company was a party to 1,086 pending cases involving an aggregate of 6,967 claimants alleging personal injury from exposure to asbestos containing materials formerly used in gaskets (both encapsulated and otherwise) manufactured or distributed by certain of the Company's subsidiaries for use primarily in the petrochemical refining and exploration industries. The following chart summarizes the number of claimants, number of claims filed, number of claims dismissed, number of claims settled, the average settlement amount per claim and the total defense costs, exclusive of amounts reimbursed under the Company's primary insurance, at the applicable date and for the applicable periods: Claims pending at beginning of period Claims filed during period Claims dismissed during period Claims settled during period Average settlement amount per claim during period Total defense costs during period Fiscal Year Ended December 31, 2014 7,975 210 155 38 $ 18,734 $ 2,800,000 Six Months Ended June 30, 2015 7,992 173 1,187 11 $ 13,505 $ 1,559,705 In addition, the Company acquired various companies to distribute its products that had distributed gaskets of other manufacturers prior to acquisition. The Company believes that many of its pending cases relate to locations at which none of its gaskets were distributed or used. The Company may be subjected to significant additional asbestos-related claims in the future, the cost of settling cases in which product identification can be made may increase, and the Company may be subjected to further claims in respect of the former activities of its acquired gasket distributors. The Company is unable to make a meaningful statement concerning the monetary claims made in the asbestos cases given that, among other things, claims may be initially made in some jurisdictions without specifying the amount sought or by simply stating the requisite or maximum permissible monetary relief, and may be amended to alter the amount sought. The large majority of claims do not specify the amount sought. Of the 6,967 claims pending at June 30, 2015 , 148 set forth specific amounts of damages (other than those stating the statutory minimum or maximum). Below is a breakdown of the amount sought for those claims seeking specific amounts: Compensatory & Punitive Compensatory Only Punitive Only Range of damages sought (in millions) $0.0 to $5.0 $5.0 to $10.0 $10.0+ $0.0 to $0.6 $0.6 to $5.0 $5.0+ $0.0 to $2.5 $2.5 to $5.0 $5.0+ Number of claims 73 47 28 20 58 70 142 5 1 In addition, relatively few of the claims have reached the discovery stage and even fewer claims have gone past the discovery stage. Total settlement costs (exclusive of defense costs) for all asbestos-related cases, some of which were filed over 20 years ago, have been approximately $7.5 million . All relief sought in the asbestos cases is monetary in nature. To date, approximately 40% of the Company's costs related to settlement and defense of asbestos litigation have been covered by its primary insurance. Effective February 14, 2006, the Company entered into a coverage-in-place agreement with its first level excess carriers regarding the coverage to be provided to the Company for asbestos-related claims when the primary insurance is exhausted. The coverage-in-place agreement makes asbestos defense costs and indemnity coverage available to the Company that might otherwise be disputed by the carriers and provides a methodology for the administration of such expenses. Nonetheless, the Company believes it is likely there will be a period within the next one or two years, prior to the commencement of coverage under this agreement and following exhaustion of the Company's primary insurance coverage, during which the Company will be solely responsible for defense costs and indemnity payments, the duration of which would be subject to the scope of damage awards and settlements paid. Based on the settlements made to date and the number of claims dismissed or withdrawn for lack of product identification, the Company believes that the relief sought (when specified) does not bear a reasonable relationship to its potential liability. Based upon the Company's experience to date, including the trend in annual defense and settlement costs incurred to date, and other available information (including the availability of excess insurance), the Company does not believe these cases will have a material adverse effect on its financial position and results of operations or cash flows. Claims and Litigation The Company is subject to other claims and litigation in the ordinary course of business which the Company does not believe are material. In addition, a claim was recently made against the Company by a competitor alleging false advertising where, although no formal demand was made, the Company believed the competitor may be seeking in excess of $10 million . During the second quarter of 2015 , the Company resolved the matter for approximately $2.8 million , inclusive of attorney fees and expenses. The Company does not believe claims and litigation will have a material adverse effect on its financial position and results of operations or cash flows. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information TriMas groups its operating segments into reportable segments that provide similar products and services. Each operating segment has discrete financial information evaluated regularly by the Company's chief operating decision maker in determining resource allocation and assessing performance. Within these reportable segments, there are no individual products or product families for which reported net sales accounted for more than 10% of the Company's consolidated net sales. See below for more information regarding the types of products and services provided within each reportable segment: Packaging – Highly engineered closure and dispensing systems for a range of end markets, using steel and plastic industrial and consumer packaging applications. Aerospace – Permanent blind bolts, temporary fasteners, highly engineered specialty fasteners and other precision machined parts used in the commercial, business and military aerospace industries. Energy – Metallic and non-metallic industrial sealant products and fasteners for the petroleum refining, petrochemical and other industrial markets. Engineered Components – High-pressure and low-pressure cylinders for the transportation, storage and dispensing of compressed gases, and natural gas engines, compressors, gas production equipment and chemical pumps engineered for use at well sites for the oil and gas industry. Segment activity is as follows: Three months ended Six months ended 2015 2014 2015 2014 (dollars in thousands) Net Sales Packaging $ 89,580 $ 86,250 $ 168,540 $ 167,680 Aerospace 43,220 31,820 88,960 59,010 Energy 50,150 52,320 101,310 105,100 Engineered Components 41,950 54,320 90,220 109,750 Total $ 224,900 $ 224,710 $ 449,030 $ 441,540 Operating Profit (Loss) Packaging $ 20,710 $ 20,540 $ 38,220 $ 38,900 Aerospace 7,220 5,660 15,300 10,520 Energy (7,170 ) (630 ) (6,830 ) 1,970 Engineered Components 6,220 8,950 12,190 16,830 Corporate expenses (7,770 ) (9,150 ) (16,650 ) (18,740 ) Total $ 19,210 $ 25,370 $ 42,230 $ 49,480 On June 30, 2015, the Company completed the previously announced spin-off of its Cequent businesses. The results of operations of the former Cequent APEA and Cequent Americas segments are reflected as discontinued operations for all periods presented through the date of the spin-off. The Company's revenues by continent of domicile, as disclosed on the Company's Form 10-K for the year ended December 31, 2014, are not significantly different due to the spin-off, except in Australia, where almost all of the Company's pre-spin-off revenues were generated by the Cequent APEA reportable segment. See Note 3 , " Discontinued Operations ," for further details regarding the spin-off. |
Equity Awards
Equity Awards | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Awards | Equity Awards The Company maintains the following long-term equity incentive plans: the TriMas Corporation Director Retainer Share Election Program, the 2011 TriMas Corporation Omnibus Incentive Compensation Plan, the TriMas Corporation 2006 Long Term Equity Incentive Plan and the TriMas Corporation 2002 Long Term Equity Incentive Plan (collectively, the "Plans"). The 2002 Long Term Equity Incentive Plan expired in 2012, such that, while existing grants will remain outstanding until exercised, vested or cancelled, no new shares may be issued under the plan. See below for details of awards under the Plans by type. Stock Options The Company did not grant any stock options during the six months ended June 30, 2015 . Information related to stock options at June 30, 2015 is as follows: Number of Weighted Average Option Price Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at January 1, 2015 251,667 $ 6.39 Exercised (31,396 ) 13.77 Cancelled (4,871 ) 7.04 Expired (2,500 ) 23.00 Outstanding at June 30, 2015 212,900 $ 5.09 3.2 $ 5,217,728 As of June 30, 2015 , 212,900 stock options were exercisable under the Plans. The Company did not incur any stock-based compensation expense related to stock options during the six months ended June 30, 2015 and 2014 . Restricted Shares The Company awarded the following restricted shares during the first half of 2015 : • granted 1,300 restricted shares of common stock to certain employees that are subject only to a service condition and vest on the first anniversary date of the award so long as the employee remains with the Company. • granted 174,874 restricted shares of common stock to certain employees which are subject only to a service condition and vest ratably over three years so long as the employee remains with the Company; • granted 35,813 restr icted shares of co mmon stock to certain employees which are subject only to a service condition and vest on the first anniversary date of the award. The awards were made to participants in the Company's short-term incentive compensation plan ("STI"), where all STI participants whose target annual award exceeds $20 thousand receive 80% of the value in earned cash and 20% in the form of a restricted stock award upon finalization of the award amount in the first quarter e ach year following the previous plan year; and • granted 26,704 restricted shares of common stock to its non-employee independent directors, which vest one year from date of grant so long as the director and/or Company does not terminate their service prior to the vesting date. In addition, the Company issued 2,759 shares related to director fee deferrals. The Company allows for its non-employee independent directors to make an annual election to defer all or a portion of their directors fees and to receive the deferred amount in cash or equity. Certain of the Company's directors have elected to defer all or a portion of their directors fees and to receive the amount in Company common stock at a future date. During 2012 , the Company awarded performance-based shares of common stock to certain Company key employees which were earned based upon the achievement of two performance metrics over a period of three calendar years, beginning January 1, 2012 and ending on December 31, 2014. Of this award, 75% of the awards were earned based upon the Company's earnings per share cumulative average growth rate over the performance period. The remaining 25% of the grants were earned based upon the Company's cash generation results. The Company attained 70.25% of the target on a weighted average basis, resulting in a reduction of 28,205 shares during the first quarter of 2015 . Information related to restricted shares at June 30, 2015 is as follows: Number of Unvested Restricted Shares Weighted Average Grant Date Fair Value Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at January 1, 2015 725,459 $ 29.59 Granted 241,450 29.98 Vested (265,449 ) 28.83 Cancelled (173,698 ) 29.75 Outstanding at June 30, 2015 527,762 $ 30.10 1.1 $ 15,621,755 As of June 30, 2015 , there was approximately $6.4 million of unrecognized compensation cost related to unvested restricted shares that is expected to be recorded over a weighted-average period of 2.1 years. The Company recognized approximately $0.9 million and $2.0 million of stock-based compensation expense related to restricted shares during the three months ended June 30, 2015 and 2014 , respectively and approximately $2.9 million and $4.2 million for the six months ended June 30, 2015 and 2014 , respectively. The stock-based compensation expense is included in selling, general and administrative expenses in the accompanying consolidated statement of income. Spin-off of the Cequent businesses During the second quarter of 2015 , due to the spin-off of the Cequent businesses, stock options and restricted shares previously granted to Cequent participants were cancelled and transferred to Horizon. On July 1, 2015, the Company adjusted the number of shares outstanding, and exercise price of stock options, as required by the anti-dilution provisions of the Plan, to maintain the intrinsic value of the outstanding equity awards immediately post spin-off. |
Earnings per Share
Earnings per Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings per Share Net income is divided by the weighted average number of common shares outstanding during the period to calculate basic earnings per share. Diluted earnings per share are calculated to give effect to stock options and restricted share awards. The calculation of diluted earnings per share included 160,936 and 185,255 restricted shares for the three months ended June 30, 2015 and 2014 , respectively, and 220,102 and 222,486 restricted shares for the six months ended June 30, 2015 and 2014 , respectively. The calculation of diluted earnings per share also included options to purchase 107,144 and 144,517 shares of common stock for the three months ended June 30, 2015 and 2014 , respectively, and 115,379 and 151,160 shares of common stock for the six months ended June 30, 2015 and 2014 , respectively. |
Defined Benefit Plans
Defined Benefit Plans | 6 Months Ended |
Jun. 30, 2015 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Defined Benefit Plans | Defined Benefit Plans Net periodic pension and postretirement benefit costs for the Company's defined benefit pension plans and postretirement benefit plans cover certain foreign employees, union hourly employees and salaried employees. The components of net periodic pension and postretirement benefit costs for the three and six months ended June 30, 2015 and 2014 are as follows: Pension Plans Other Postretirement Benefits Three months ended Six months ended Three months ended Six months ended 2015 2014 2015 2014 2015 2014 2015 2014 (dollars in thousands) Service costs $ 230 $ 190 $ 470 $ 380 $ — $ — $ — $ — Interest costs 410 440 830 880 — 10 10 20 Expected return on plan assets (490 ) (520 ) (1,010 ) (1,040 ) — — — — Amortization of prior service cost 10 10 10 10 — — — — Settlement/curtailment loss 2,750 — 2,750 — — — — — Amortization of net (gain)/loss 360 280 740 560 (10 ) (30 ) (20 ) (50 ) Net periodic benefit cost $ 3,270 $ 400 $ 3,790 $ 790 $ (10 ) $ (20 ) $ (10 ) $ (30 ) During the second quarter of 2015, the Company recognized a one-time settlement charge associated with annuitizing the defined benefit obligations for certain current and former Cequent employees. The settlement charge of approximately $2.8 million is included in the income (loss) from discontinued operations in the accompanying consolidated statement of income. The Company contributed approximately $1.9 million and $2.6 million to its defined benefit pension plans during the three and six months ended June 30, 2015 , respectively. The Company expects to contribute approximately $3.5 million to its defined benefit pension plans for the full year 2015 . |
Other Comprehensive Income (Not
Other Comprehensive Income (Notes) | 6 Months Ended |
Jun. 30, 2014 | |
Other Comprehensive Income [Abstract] | |
Comprehensive Income (Loss) Note [Text Block] | 14 . Other Comprehensive Income (Loss) Changes in AOCI by component for the six months ended June 30, 2015 are summarized as follows: Defined Benefit Plans Derivative Instruments Foreign Currency Translation Total (dollars in thousands) Balance, December 31, 2014 $ (14,180 ) $ 610 $ 23,790 $ 10,220 Net unrealized (losses) arising during the period (a) — (1,400 ) (5,660 ) (7,060 ) Less: Net realized (losses) reclassified to net income (b), (c) (2,730 ) (690 ) — (3,420 ) Net current-period other comprehensive income (loss) 2,730 (710 ) (5,660 ) (3,640 ) Distribution of the Cequent businesses — 250 (8,560 ) (8,310 ) Net current-period comprehensive income (loss) 2,730 (460 ) (14,220 ) (11,950 ) Balance, June 30, 2015 $ (11,450 ) $ 150 $ 9,570 $ (1,730 ) __________________________ (a) Derivative instruments, net of income tax of $0.6 million . See Note 8 , " Derivative Instruments ," for further details. (b) Defined benefit plans, net of income tax of $1.6 million . See Note 13 , " Defined Benefit Plans ," for additional details. (c) Derivative instruments, net of income tax of $0.2 million . See Note 8 , " Derivative Instruments ," for further details. Additionally, net realized (losses) reclassified to net income for derivative instruments are included in income (loss) from discontinued operations, net, in our Consolidated Statement of Income. Changes in AOCI by component for the six months ended June 30, 2014 are summarized as follows: Defined Benefit Plans Derivative Instruments Foreign Currency Translation Total (dollars in thousands) Balance, December 31, 2013 $ (10,840 ) $ 1,060 $ 37,610 $ 27,830 Net unrealized gains (losses) arising during the period (a) — (300 ) 4,860 4,560 Less: Net realized (losses) reclassified to net income (b) (350 ) (80 ) — (430 ) Net current-period other comprehensive income (loss) 350 (220 ) 4,860 4,990 Balance, June 30, 2014 $ (10,490 ) $ 840 $ 42,470 $ 32,820 __________________________ (a) Derivative instruments, net of income tax of $0.5 million . See Note 8 , " Derivative Instruments ," for further details. (b) Defined benefit plans, net of income tax of $0.2 million . See Note 13 , " Defined Benefit Plans ," for additional details. Derivative instruments, net of income tax of $0.2 million . See Note 8 , " Derivative Instruments ," for further details. |
Subsequent Event (Notes)
Subsequent Event (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 15. Subsequent Event In July 2015, the Company entered into interest rate swap agreements to fix the LIBOR-based variable portion of the interest rate on its Term Loan A Facility at rates ranging from 1.0% to 2.7% , beginning July 2016 and extending through June 2020. The interest rate swaps will amortize with the Term Loan A facility payments and have notional amounts ranging from $115 million to $235 million . |
Discontinued Operations Disco24
Discontinued Operations Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block] | Results of discontinued operations, including the discontinued Cequent businesses and NI Industries, are summarized as follows: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 (dollars in thousands) Net sales $ 158,540 $ 179,270 $ 300,900 $ 330,180 Cost of sales (120,800 ) (132,270 ) (227,860 ) (247,040 ) Gross profit 37,740 47,000 73,040 83,140 Selling, general and administrative expenses (41,540 ) (28,330 ) (72,360 ) (55,990 ) Operating profit (3,800 ) 18,670 680 27,150 Interest expense (1,320 ) (1,320 ) (2,540 ) (2,680 ) Other expense, net (720 ) (530 ) (1,970 ) (1,210 ) Other expense, net (2,040 ) (1,850 ) (4,510 ) (3,890 ) Income (loss) from discontinued operations, before income taxes (5,840 ) 16,820 (3,830 ) 23,260 Income tax expense (940 ) (5,060 ) (910 ) (5,810 ) Income (loss) from discontinued operations, net of tax $ (6,780 ) $ 11,760 $ (4,740 ) $ 17,450 The carrying value of the assets and liabilities immediately preceding the spin-off of the Cequent businesses on June 30, 2015, and as of December 31, 2014 were as follows: Immediately preceding the spin-off on June 30, 2015 December 31, Assets Current assets: Cash and cash equivalents $ 17,050 $ — Receivables, net 92,750 63,520 Inventories 125,750 123,370 Deferred income taxes 4,840 4,840 Prepaid expenses and other current assets 6,520 5,690 Total current assets 246,910 197,420 Property and equipment, net $ 48,870 $ 55,180 Goodwill 5,630 6,580 Other intangibles, net 61,400 66,510 Other assets 15,910 11,930 Total assets $ 378,720 $ 337,620 Liabilities Current liabilities: Current maturities, long-term debt $ 17,940 $ 460 Accounts payable 81,830 81,500 Accrued liabilities 44,190 37,940 Total current liabilities 143,960 119,900 Long-term debt 195,460 300 Deferred income taxes 9,220 8,970 Other long-term liabilities 27,900 25,990 Total liabilities $ 376,540 $ 155,160 |
Goodwill and Other Intangible25
Goodwill and Other Intangible Assets Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill for the six months ended June 30, 2015 are summarized as follows: Packaging Aerospace Energy Engineered Components Total (dollars in thousands) Balance, December 31, 2014 $ 169,350 $ 210,130 $ 73,180 $ 7,420 $ 460,080 Foreign currency translation and other (1,510 ) — (850 ) — (2,360 ) Balance, June 30, 2015 $ 167,840 $ 210,130 $ 72,330 $ 7,420 $ 457,720 |
Schedule of Intangible Assets (excluding Goodwill) by Major Class | The gross carrying amounts and accumulated amortization of the Company's other intangibles as of June 30, 2015 and December 31, 2014 are summarized below. The Company amortizes these assets over periods ranging from one to 30 years. As of June 30, 2015 As of December 31, 2014 Intangible Category by Useful Life Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization (dollars in thousands) Finite-lived intangible assets: Customer relationships, 5 – 12 years $ 75,210 $ (22,110 ) $ 75,300 $ (18,180 ) Customer relationships, 15 – 25 years 132,230 (34,600 ) 132,230 (31,140 ) Total customer relationships 207,440 (56,710 ) 207,530 (49,320 ) Technology and other, 1 – 15 years 57,930 (20,840 ) 58,040 (18,750 ) Technology and other, 17 – 30 years 43,300 (28,200 ) 43,300 (27,150 ) Total technology and other 101,230 (49,040 ) 101,340 (45,900 ) Indefinite-lived intangible assets: Trademark/Trade names 83,780 — 83,770 — Total other intangible assets $ 392,450 $ (105,750 ) $ 392,640 $ (95,220 ) |
Schedule of Finite-Lived Intangible Assets, Amortization Expense | Amortization expense related to intangible assets as included in the accompanying consolidated statement of income is summarized as follows: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 (dollars in thousands) Technology and other, included in cost of sales $ 1,480 $ 1,150 $ 3,080 $ 2,300 Customer relationships, included in selling, general and administrative expenses 3,740 2,440 7,500 4,880 Total amortization expense $ 5,220 $ 3,590 $ 10,580 $ 7,180 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Inventories consist of the following components: June 30, December 31, (dollars in thousands) Finished goods $ 107,480 $ 104,760 Work in process 22,910 24,300 Raw materials 49,280 42,200 Total inventories $ 179,670 $ 171,260 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consists of the following components: June 30, December 31, (dollars in thousands) Land and land improvements $ 14,440 $ 14,710 Buildings 63,850 60,570 Machinery and equipment 266,020 262,670 344,310 337,950 Less: Accumulated depreciation 167,340 160,480 Property and equipment, net $ 176,970 $ 177,470 |
Depreciation Expense | Depreciation expense as included in the accompanying consolidated statement of income is as follows: Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 (dollars in thousands) Depreciation expense, included in cost of sales $ 5,020 $ 4,470 $ 9,380 $ 8,830 Depreciation expense, included in selling, general and administrative expense 730 770 1,450 1,550 Total depreciation expense $ 5,750 $ 5,240 $ 10,830 $ 10,380 |
Long-term Debt Long-term Debt (
Long-term Debt Long-term Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company's long-term debt consists of the following: June 30, December 31, (dollars in thousands) Credit Agreement $ 403,280 $ 559,530 Receivables facility and other 60,670 79,040 463,950 638,570 Less: Current maturities, long-term debt 10,460 23,400 Long-term debt $ 453,490 $ 615,170 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | As of June 30, 2015 and December 31, 2014 , the fair value carrying amount of the Company's derivative instrument is recorded as follows: Asset / (Liability) Derivatives Balance Sheet Caption June 30, December 31, (dollars in thousands) Derivatives designated as hedging instruments Interest rate swap Other assets $ 570 $ 1,270 Interest rate swap Accrued liabilities (320 ) (180 ) Total derivatives designated as hedging instruments $ 250 $ 1,090 |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | six months ended June 30, 2015 and 2014 : Amount of Income Recognized in Amount of Loss Reclassified Three months ended Six months ended As of June 30, 2015 As of December 31, 2014 Location of Loss Reclassified from AOCI into Earnings (Effective Portion) 2015 2014 2015 2014 (dollars in thousands) (dollars in thousands) Derivatives designated as hedging instruments Interest rate swap $ 150 $ 680 Income from discontinued operations $ (220 ) $ (250 ) $ (440 ) $ (490 ) |
Fair Value Measurements, Recurring and Nonrecurring | r value measurements and the fair value hierarchy level for the Company's assets and liabilities measured at fair value on a recurring basis as of June 30, 2015 and December 31, 2014 are shown below. Description Frequency Asset / (Liability) Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (dollars in thousands) June 30, 2015 Interest rate swap Recurring $ 250 $ — $ 250 $ — December 31, 2014 Interest rate swap Recurring $ 1,090 $ — $ 1,090 $ — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Damages Sought for Specific Claims [Table Text Block] | Below is a breakdown of the amount sought for those claims seeking specific amounts: Compensatory & Punitive Compensatory Only Punitive Only Range of damages sought (in millions) $0.0 to $5.0 $5.0 to $10.0 $10.0+ $0.0 to $0.6 $0.6 to $5.0 $5.0+ $0.0 to $2.5 $2.5 to $5.0 $5.0+ Number of claims 73 47 28 20 58 70 142 5 1 |
Schedule of Loss Contingencies by Contingency | The following chart summarizes the number of claimants, number of claims filed, number of claims dismissed, number of claims settled, the average settlement amount per claim and the total defense costs, exclusive of amounts reimbursed under the Company's primary insurance, at the applicable date and for the applicable periods: Claims pending at beginning of period Claims filed during period Claims dismissed during period Claims settled during period Average settlement amount per claim during period Total defense costs during period Fiscal Year Ended December 31, 2014 7,975 210 155 38 $ 18,734 $ 2,800,000 Six Months Ended June 30, 2015 7,992 173 1,187 11 $ 13,505 $ 1,559,705 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Segment activity is as follows: Three months ended Six months ended 2015 2014 2015 2014 (dollars in thousands) Net Sales Packaging $ 89,580 $ 86,250 $ 168,540 $ 167,680 Aerospace 43,220 31,820 88,960 59,010 Energy 50,150 52,320 101,310 105,100 Engineered Components 41,950 54,320 90,220 109,750 Total $ 224,900 $ 224,710 $ 449,030 $ 441,540 Operating Profit (Loss) Packaging $ 20,710 $ 20,540 $ 38,220 $ 38,900 Aerospace 7,220 5,660 15,300 10,520 Energy (7,170 ) (630 ) (6,830 ) 1,970 Engineered Components 6,220 8,950 12,190 16,830 Corporate expenses (7,770 ) (9,150 ) (16,650 ) (18,740 ) Total $ 19,210 $ 25,370 $ 42,230 $ 49,480 |
Equity Awards (Tables)
Equity Awards (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity | Information related to stock options at June 30, 2015 is as follows: Number of Weighted Average Option Price Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at January 1, 2015 251,667 $ 6.39 Exercised (31,396 ) 13.77 Cancelled (4,871 ) 7.04 Expired (2,500 ) 23.00 Outstanding at June 30, 2015 212,900 $ 5.09 3.2 $ 5,217,728 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | Information related to restricted shares at June 30, 2015 is as follows: Number of Unvested Restricted Shares Weighted Average Grant Date Fair Value Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at January 1, 2015 725,459 $ 29.59 Granted 241,450 29.98 Vested (265,449 ) 28.83 Cancelled (173,698 ) 29.75 Outstanding at June 30, 2015 527,762 $ 30.10 1.1 $ 15,621,755 |
Defined Benefit Plans (Tables)
Defined Benefit Plans (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Schedule of Costs of Retirement Plans | The components of net periodic pension and postretirement benefit costs for the three and six months ended June 30, 2015 and 2014 are as follows: Pension Plans Other Postretirement Benefits Three months ended Six months ended Three months ended Six months ended 2015 2014 2015 2014 2015 2014 2015 2014 (dollars in thousands) Service costs $ 230 $ 190 $ 470 $ 380 $ — $ — $ — $ — Interest costs 410 440 830 880 — 10 10 20 Expected return on plan assets (490 ) (520 ) (1,010 ) (1,040 ) — — — — Amortization of prior service cost 10 10 10 10 — — — — Settlement/curtailment loss 2,750 — 2,750 — — — — — Amortization of net (gain)/loss 360 280 740 560 (10 ) (30 ) (20 ) (50 ) Net periodic benefit cost $ 3,270 $ 400 $ 3,790 $ 790 $ (10 ) $ (20 ) $ (10 ) $ (30 ) During the second quarter of 2015, the Company recognized a one-time settlement charge associated with annuitizing the defined benefit obligations for certain current and former Cequent employees. The settlement charge of approximately $2.8 million is included in the income (loss) from discontinued operations in the accompanying consolidated statement of income. The Company contributed approximately $1.9 million and $2.6 million to its defined benefit pension plans during the three and six months ended June 30, 2015 , respectively. The Company expects to contribute approximately $3.5 million to its defined benefit pension plans for the full year 2015 . |
Other Comprehensive Income (Tab
Other Comprehensive Income (Tables) | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Other Comprehensive Income [Abstract] | ||
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Changes in AOCI by component for the six months ended June 30, 2015 are summarized as follows: Defined Benefit Plans Derivative Instruments Foreign Currency Translation Total (dollars in thousands) Balance, December 31, 2014 $ (14,180 ) $ 610 $ 23,790 $ 10,220 Net unrealized (losses) arising during the period (a) — (1,400 ) (5,660 ) (7,060 ) Less: Net realized (losses) reclassified to net income (b), (c) (2,730 ) (690 ) — (3,420 ) Net current-period other comprehensive income (loss) 2,730 (710 ) (5,660 ) (3,640 ) Distribution of the Cequent businesses — 250 (8,560 ) (8,310 ) Net current-period comprehensive income (loss) 2,730 (460 ) (14,220 ) (11,950 ) Balance, June 30, 2015 $ (11,450 ) $ 150 $ 9,570 $ (1,730 ) __________________________ (a) Derivative instruments, net of income tax of $0.6 million . See Note 8 , " Derivative Instruments ," for further details. (b) Defined benefit plans, net of income tax of $1.6 million . See Note 13 , " Defined Benefit Plans ," for additional details. | Changes in AOCI by component for the six months ended June 30, 2014 are summarized as follows: Defined Benefit Plans Derivative Instruments Foreign Currency Translation Total (dollars in thousands) Balance, December 31, 2013 $ (10,840 ) $ 1,060 $ 37,610 $ 27,830 Net unrealized gains (losses) arising during the period (a) — (300 ) 4,860 4,560 Less: Net realized (losses) reclassified to net income (b) (350 ) (80 ) — (430 ) Net current-period other comprehensive income (loss) 350 (220 ) 4,860 4,990 Balance, June 30, 2014 $ (10,490 ) $ 840 $ 42,470 $ 32,820 __________________________ (a) Derivative instruments, net of income tax of $0.5 million . See Note 8 , " Derivative Instruments ," for further details. (b) Defined benefit plans, net of income tax of $0.2 million . See Note 13 , " Defined Benefit Plans ," for additional details. Derivative instruments, net of income tax of $0.2 million . See Note 8 , " Derivative Instruments ," for further details. |
Basis of Presentation Basis of
Basis of Presentation Basis of Presentation - Cequent Spinoff (Details) - Jun. 30, 2015 - USD ($) $ in Millions | Total | Total | Total |
Presentation of spin-off costs [Domain] | |||
Presentation of spin-off costs [Line Items] | |||
Cash distribution received from Cequent spin-off | $ 214.5 | ||
Cequent Spin-off, one-time costs | $ 29 | $ 30 | |
Discontinued Operations [Member] | |||
Presentation of spin-off costs [Line Items] | |||
Debt financing costs | 18 | ||
Deferred finance costs | 9 | 9 | 9 |
Continuing Operations [Member] | |||
Presentation of spin-off costs [Line Items] | |||
Debt financing and extinguishment costs and deferred finance costs | 3 | ||
Debt financing and extinguishment costs | 2 | ||
Deferred Finance Costs, Noncurrent, Net | $ 1 | $ 1 | $ 1 |
Discontinued Operations Disco36
Discontinued Operations Discontinued Operations - Cequent Spin-off (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of Horizon Shares Received in Spin-off | 2 | |
TriMas Number of Common Shares Held | 5 | |
Disposal Group, Including Discontinued Operation, Assets, Current | $ 0 | $ 197,420 |
Disposal Group, Including Discontinued Operation, Liabilities, Current | 0 | 119,900 |
Cequent businesses [Member] | Discontinued Operations, Disposed of by Means Other than Sale, Spinoff [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Disposal Group, Including Discontinued Operation, Cash and Cash Equivalents | 17,050 | 0 |
Disposal Group, Including Discontinued Operation, Accounts, Notes and Loans Receivable, Net | 92,750 | 63,520 |
Disposal Group, Including Discontinued Operation, Inventory, Current | 125,750 | 123,370 |
Disposal Group, Including Discontinued Operation, Deferred Tax Asset, Current | 4,840 | 4,840 |
Disposal Group, Including Discontinued Operation, Prepaid and Other Assets, Current | 6,520 | 5,690 |
Disposal Group, Including Discontinued Operation, Assets, Current | 246,910 | 197,420 |
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment, Noncurrent | 48,870 | 55,180 |
Disposal Group, Including Discontinued Operation, Goodwill, Noncurrent | 5,630 | 6,580 |
Disposal Group, Including Discontinued Operation, Intangible Assets, Noncurrent | 61,400 | 66,510 |
Disposal Group, Including Discontinued Operation, Other Assets, Noncurrent | 15,910 | 11,930 |
Disposal Group, Including Discontinued Operation, Assets | 378,720 | 337,620 |
Disposal Group, Including Discontinued Operations, Debt, Current | 17,940 | 460 |
Disposal Group, Including Discontinued Operation, Accounts Payable, Current | 81,830 | 81,500 |
Disposal Group, Including Discontinued Operation, Accrued Liabilities, Current | 44,190 | 37,940 |
Disposal Group, Including Discontinued Operation, Liabilities, Current | 143,960 | 119,900 |
Disposal Group, Including Discontinued Operations, Debt, Noncurrent | 195,460 | 300 |
Disposal Group, Including Discontinued Operation, Deferred Tax Liabilities, Noncurrent | 9,220 | 8,970 |
Disposal Group, Including Discontinued Operation, Other Liabilities, Noncurrent | 27,900 | 25,990 |
Disposal Group, Including Discontinued Operation, Liabilities | $ 376,540 | $ 155,160 |
Discontinued Operations Disco37
Discontinued Operations Discontinued Operations - Results of Discontinued Operations (Details) - Disposal Groups, Including Discontinued Operations, Name [Domain] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Income (loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | $ (6,780) | $ 11,760 | $ (4,740) | $ 17,450 |
Discontinued Operations [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Disposal Group, Including Discontinued Operation, Revenue | 158,540 | 179,270 | 300,900 | 330,180 |
Disposal Group, Including Discontinued Operation, Costs of Goods Sold | (120,800) | (132,270) | (227,860) | (247,040) |
Disposal Group, Including Discontinued Operation, Gross Profit (Loss) | 37,740 | 47,000 | 73,040 | 83,140 |
Disposal Group, Including Discontinued Operations, Selling, General and Administrative Expenses | (41,540) | (28,330) | (72,360) | (55,990) |
Disposal Group, Including Discontinued Operation, Operating Income (Loss) | (3,800) | 18,670 | 680 | 27,150 |
Disposal Group, Including Discontinued Operation, Interest Expense | (1,320) | (1,320) | (2,540) | (2,680) |
Disposal Group, Including Discontinued Operation, Other Expense | (720) | (530) | (1,970) | (1,210) |
Disposal Group, Including Discontinued Operations, Nonoperating Income (Expense) | (2,040) | (1,850) | (4,510) | (3,890) |
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax | (5,840) | 16,820 | (3,830) | 23,260 |
Discontinued Operation, Tax Effect of Discontinued Operation | (940) | (5,060) | (910) | (5,810) |
Income (loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | $ (6,780) | $ 11,760 | $ (4,740) | $ 17,450 |
Discontinued Operations Disco38
Discontinued Operations Discontinued Operations - NI Industries (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Income (loss) from discontinued operations, net of tax | $ (6,780) | $ 11,760 | $ (4,740) | $ 17,450 |
Discontinued Operations [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Disposal Group, Including Discontinued Operation, Revenue | 158,540 | 179,270 | 300,900 | 330,180 |
Income (loss) from discontinued operations, net of tax | (6,780) | 11,760 | (4,740) | 17,450 |
Discontinued Operations [Member] | NI Industries business [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Disposal Group, Including Discontinued Operation, Revenue | 0 | 1,000 | 0 | 3,300 |
Income (loss) from discontinued operations, net of tax | $ 0 | $ 200 | $ 0 | $ 100 |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Redeemable Noncontrolling Interest [Line Items] | ||||
Net income attributable to redeemable noncontrolling interests | $ 0 | $ 0 | $ 0 | $ 810 |
Goodwill and Other Intangible40
Goodwill and Other Intangible Assets Goodwill Rollforward (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Goodwill [Roll Forward] | |
Balance, beginning | $ 460,080 |
Balance, ending | 457,720 |
Packaging [Member] | |
Goodwill [Roll Forward] | |
Balance, beginning | 169,350 |
Translation and purchase accounting adjustments | (1,510) |
Balance, ending | 167,840 |
Energy [Member] | |
Goodwill [Roll Forward] | |
Balance, beginning | 73,180 |
Translation and purchase accounting adjustments | (850) |
Balance, ending | 72,330 |
Aerospace [Member] | |
Goodwill [Roll Forward] | |
Balance, beginning | 210,130 |
Translation and purchase accounting adjustments | 0 |
Balance, ending | 210,130 |
Engineered Components [Member] | |
Goodwill [Roll Forward] | |
Balance, beginning | 7,420 |
Translation and purchase accounting adjustments | 0 |
Balance, ending | $ 7,420 |
Goodwill and Other Intangible41
Goodwill and Other Intangible Assets Schedule of Intangible Assets (excluding Goodwill) by Major Class (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, accumulated amortization | $ (105,750) | $ (95,220) |
Intangible Assets, Gross (Excluding Goodwill) | 392,450 | 392,640 |
Trademarks and Trade Names [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Indefinite-lived intangible assets, gross carrying amount | 83,780 | 83,770 |
Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 207,440 | 207,530 |
Finite-lived intangible assets, accumulated amortization | (56,710) | (49,320) |
Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 101,230 | 101,340 |
Finite-lived intangible assets, accumulated amortization | (49,040) | (45,900) |
Useful Life Five to Twelve Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 75,210 | 75,300 |
Finite-lived intangible assets, accumulated amortization | (22,110) | (18,180) |
Useful Life Fifteen to Twentyfive Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 132,230 | 132,230 |
Finite-lived intangible assets, accumulated amortization | (34,600) | (31,140) |
Useful Life One to Fifteen Years [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 57,930 | 58,040 |
Finite-lived intangible assets, accumulated amortization | (20,840) | (18,750) |
Useful Life Seventeen to Thirty Years [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 43,300 | 43,300 |
Finite-lived intangible assets, accumulated amortization | $ (28,200) | $ (27,150) |
Minimum [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 1 year | |
Minimum [Member] | Useful Life Five to Twelve Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 5 years | |
Minimum [Member] | Useful Life Fifteen to Twentyfive Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 15 years | |
Minimum [Member] | Useful Life One to Fifteen Years [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 1 year | |
Minimum [Member] | Useful Life Seventeen to Thirty Years [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 17 years | |
Maximum [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 30 years | |
Maximum [Member] | Useful Life Five to Twelve Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 12 years | |
Maximum [Member] | Useful Life Fifteen to Twentyfive Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 25 years | |
Maximum [Member] | Useful Life One to Fifteen Years [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 15 years | |
Maximum [Member] | Useful Life Seventeen to Thirty Years [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 30 years |
Goodwill and Other Intangible42
Goodwill and Other Intangible Assets Schedule of Finite-Lived Intangible Assets, Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Amortization of Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 5,220 | $ 3,590 | $ 10,580 | $ 7,180 |
Cost of Sales [Member] | Technology and Other [Member] | ||||
Amortization of Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 1,480 | 1,150 | 3,080 | 2,300 |
Selling, General and Administrative Expenses [Member] | Customer Relationships [Member] | ||||
Amortization of Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 3,740 | $ 2,440 | $ 7,500 | $ 4,880 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 107,480 | $ 104,760 |
Work in process | 22,910 | 24,300 |
Raw materials | 49,280 | 42,200 |
Total inventories | $ 179,670 | $ 171,260 |
Property and Equipment, Net - P
Property and Equipment, Net - Property and Equipment Table (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 344,310 | $ 337,950 |
Less: Accumulated depreciation | 167,340 | 160,480 |
Property and equipment, net | 176,970 | 177,470 |
Land and Land Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 14,440 | 14,710 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 63,850 | 60,570 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 266,020 | $ 262,670 |
Property and Equipment, Net - D
Property and Equipment, Net - Depreciation Expense Table (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Depreciation Expense [Line Items] | ||||
Depreciation expense | $ 10,830 | $ 10,380 | ||
Continuing Operations [Member] | ||||
Depreciation Expense [Line Items] | ||||
Depreciation expense | $ 5,750 | $ 5,240 | 10,830 | 10,380 |
Cost of Sales [Member] | Continuing Operations [Member] | ||||
Depreciation Expense [Line Items] | ||||
Depreciation expense | 5,020 | 4,470 | 9,380 | 8,830 |
Selling, General and Administrative Expenses [Member] | Continuing Operations [Member] | ||||
Depreciation Expense [Line Items] | ||||
Depreciation expense | $ 730 | $ 770 | $ 1,450 | $ 1,550 |
Long-term Debt - Debt Table (De
Long-term Debt - Debt Table (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 29, 2015 | Dec. 31, 2014 | ||
Debt Instrument [Line Items] | ||||
Debt | $ 463,950 | $ 638,570 | ||
Current maturities, debt | 10,460 | 23,400 | ||
Long-term debt | 453,490 | 615,170 | ||
Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt | 403,280 | 559,530 | ||
Receivables Facility and other [Member] [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt | $ 60,670 | $ 79,040 | ||
term loan A facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Maturity Date | Jun. 30, 2020 | Oct. 16, 2018 | ||
Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 500,000 | $ 575,000 | ||
Debt Instrument, Maturity Date | Jun. 30, 2020 | Oct. 16, 2018 | ||
Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | [1] | 1.625% | 1.625% | |
Senior Secured Term Loan A [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | [1] | 1.625% | 1.625% | |
Debt Instrument, Face Amount | $ 275,000 | $ 450,000 | ||
[1] | The initial interest rate spread for the amended Credit Agreement is stated as 1.625% |
Long-term Debt - Credit Agreeme
Long-term Debt - Credit Agreement (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 29, 2015 | Dec. 31, 2014 | ||
Debt Instrument [Line Items] | ||||
Net leverage ratio | 2.50 | |||
U.S. bank debt and receivables facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Unused Borrowing Capacity, Amount | $ 123 | $ 192 | ||
Revolving credit and term loan facilities [Member] | ||||
Debt Instrument [Line Items] | ||||
Payments of Financing Costs | 1.8 | |||
Debt Issuance Cost | 0.4 | |||
Write off of Deferred Debt Issuance Cost | 1.5 | |||
Incremental debt commitments capacity | 300 | |||
term loan A facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Required prepayments under term loan A facility | $ 0 | |||
Senior Secured Term Loan A [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | [1] | 1.625% | 1.625% | |
Debt Instrument, Face Amount | $ 275 | $ 450 | ||
term loan A facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Maturity Date | Jun. 30, 2020 | Oct. 16, 2018 | ||
Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 500 | $ 575 | ||
Revolving Credit Facility, Capacity Available for Foreign Revolver Loans | $ 75 | |||
Debt Instrument, Maturity Date | Jun. 30, 2020 | Oct. 16, 2018 | ||
Revolving Credit Facility, Amount Outstanding | $ 128.3 | 118.1 | ||
Revolving Credit Facility, Remaining Borrowing Capacity | 349 | 435 | ||
Letters of credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Letters of Credit, Maximum Borrowing Capacity | 40 | |||
Letters of Credit Outstanding, Amount | $ 22.7 | $ 21.9 | ||
Fair Value, Inputs, Level 2 [Member] | Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Fair Value, % of par value | 100.00% | 99.20% | ||
Fair Value, Inputs, Level 2 [Member] | term loan A facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Fair Value, % of par value | 100.00% | 99.50% | ||
Principal payment, quarterly December 2015 through September 2018 [Member] | term loan A facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Periodic Payment, Principal | $ 3.4 | |||
Principal payment, quarterly December 2018 through March 2020 [Member] | term loan A facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Periodic Payment, Principal | 5.2 | |||
Final principal payment, June 30, 2020 [Member] | term loan A facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Periodic Payment, Principal | $ 202.8 | |||
[1] | The initial interest rate spread for the amended Credit Agreement is stated as 1.625% |
Long-term Debt - Receivables Fa
Long-term Debt - Receivables Facility (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 29, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | ||||||
Secured debt, Maximum Borrowing Capacity | $ 75 | $ 75 | $ 105 | |||
Receivables Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Secured Debt | $ 60.3 | 60.3 | $ 78.7 | |||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | 1.15% | ||||
Receivables facility debt available but not utilized | $ 0.1 | 0.1 | $ 1.6 | |||
Receivables facililty, debt aggregate costs | $ 0.3 | $ 0.3 | $ 0.5 | $ 0.6 | ||
Debt Instrument, Maturity Date | Oct. 16, 2018 | |||||
Debt Instrument, Unused Borrowing Capacity, Fee percentage | 0.35% | 0.35% | ||||
Average liquidation period, Receivables pool | 1 month 18 days | |||||
Average discount rate, Receivables facility | 1.80% | 1.80% |
Derivative Instruments - Deriva
Derivative Instruments - Derivative Narrative (Details) - Jun. 30, 2015 - Senior Secured Term Loan A [Member] - Interest Rate Swap [Member] - Cash Flow Hedging [Member] - October 2017 Maturity [Member] - USD ($) $ in Millions | Total |
Derivative [Line Items] | |
Derivative, Notional Amount | $ 151.3 |
Derivative, Fixed Interest Rate | 0.74% |
Derivative Instruments - Design
Derivative Instruments - Designated as hedging, Financial Position (Details) - Designated as Hedging Instrument [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | $ 250 | $ 1,090 |
Interest Rate Swap [Member] | Other Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 570 | 1,270 |
Interest Rate Swap [Member] | Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | $ (320) | $ (180) |
Derivative Instruments - Desi51
Derivative Instruments - Designated as hedging, Financial Performance (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | $ 150 | $ 840 | $ 150 | $ 840 | $ 610 | $ 1,060 |
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | 150 | 150 | $ 680 | |||
Discontinued Operations, Disposed of by Means Other than Sale, Spinoff [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Income (loss) from discontinued operations, net of tax [Member] | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | $ (220) | $ (250) | $ (440) | $ (490) |
Derivative Instruments - Desi52
Derivative Instruments - Designated as hedging, Financial Performance Narrative (Details) - 6 months ended Jun. 30, 2015 - Designated as Hedging Instrument [Member] - USD ($) $ in Millions | Total |
Derivative Instruments, Gain (Loss) [Line Items] | |
Gain (Loss) Reclassification from AOCI into Earnings, Estimate of Time to Transfer | 12 months |
Interest Expense [Member] | Interest Rate Swap [Member] | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Amount of gain (loss) expected to be reclassified from AOCI into Earnings | $ (0.3) |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value Measurements (Details) - Interest Rate Swap [Member] - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets | $ 250 | $ 1,090 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets | 250 | 1,090 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Assets | $ 0 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Asbestos Narrative (Details) - Jun. 30, 2015 $ in Millions | claimantscases | USD ($)claimantscases |
Minimum [Member] | ||
Loss Contingencies [Line Items] | ||
Estimated Time until Primary Insurance is Exhausted | 1 year | |
Maximum [Member] | ||
Loss Contingencies [Line Items] | ||
Estimated Time until Primary Insurance is Exhausted | 2 years | |
Asbestos [Member] | ||
Loss Contingencies [Line Items] | ||
Total settlement costs | $ | $ 7.5 | |
Percentage of settlement and defense costs covered by insurance | 40.00% | |
Asbestos [Member] | Pending Litigation [Member] | ||
Loss Contingencies [Line Items] | ||
Number of pending cases | cases | 1,086 | 1,086 |
LossContingencyNumberOfPlaintiffs | 6,967 | |
Number of pending claims seeking specific amounts of damages | 148 | 148 |
Commitments and Contingencies55
Commitments and Contingencies - Asbestos Claimant and Settlement (Details) - Asbestos [Member] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015USD ($)claimants | Dec. 31, 2014USD ($)claimants | |
Loss Contingencies [Line Items] | ||
Number of pending claims at the beginning of period | 7,992 | 7,975 |
Loss Contingency, New Claims Filed, Number | 173 | 210 |
Number of pending claims dismissed during period | 1,187 | 155 |
Number of pending claims settled during period | 11 | 38 |
Average settlement amount per claim during period | $ | $ 13,505 | $ 18,734 |
Total defense costs during period | $ | $ 1,559,705 | $ 2,800,000 |
Commitments and Contingencies56
Commitments and Contingencies - Asbestos Damages Sought (Details) - Jun. 30, 2015 - Asbestos [Member] $ in Millions | USD ($)claimants |
Compensatory and Punitive Damages [Member] | Range 1 [Member] | Minimum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | $ 0 |
Compensatory and Punitive Damages [Member] | Range 1 [Member] | Maximum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 5 |
Compensatory and Punitive Damages [Member] | Range 2 [Member] | Minimum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 5 |
Compensatory and Punitive Damages [Member] | Range 2 [Member] | Maximum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 10 |
Compensatory and Punitive Damages [Member] | Range 3 [Member] | Minimum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 10 |
Compensatory Only Damages [Member] | Range 1 [Member] | Minimum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 0 |
Compensatory Only Damages [Member] | Range 1 [Member] | Maximum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 0.6 |
Compensatory Only Damages [Member] | Range 2 [Member] | Minimum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 0.6 |
Compensatory Only Damages [Member] | Range 2 [Member] | Maximum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 5 |
Compensatory Only Damages [Member] | Range 3 [Member] | Minimum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 5 |
Punitive Only Damages [Member] | Range 1 [Member] | Minimum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 0 |
Punitive Only Damages [Member] | Range 1 [Member] | Maximum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 2.5 |
Punitive Only Damages [Member] | Range 2 [Member] | Minimum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 2.5 |
Punitive Only Damages [Member] | Range 2 [Member] | Maximum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | 5 |
Punitive Only Damages [Member] | Range 3 [Member] | Minimum [Member] | |
Loss Contingencies [Line Items] | |
Loss Contingency, Damages Sought, Value | $ 5 |
Pending Litigation [Member] | |
Loss Contingencies [Line Items] | |
Number of pending claims seeking specific amounts of damages | claimants | 148 |
Pending Litigation [Member] | Compensatory and Punitive Damages [Member] | Range 1 [Member] | |
Loss Contingencies [Line Items] | |
Number of pending claims seeking specific amounts of damages | claimants | 73 |
Pending Litigation [Member] | Compensatory and Punitive Damages [Member] | Range 2 [Member] | |
Loss Contingencies [Line Items] | |
Number of pending claims seeking specific amounts of damages | claimants | 47 |
Pending Litigation [Member] | Compensatory and Punitive Damages [Member] | Range 3 [Member] | |
Loss Contingencies [Line Items] | |
Number of pending claims seeking specific amounts of damages | claimants | 28 |
Pending Litigation [Member] | Compensatory Only Damages [Member] | Range 1 [Member] | |
Loss Contingencies [Line Items] | |
Number of pending claims seeking specific amounts of damages | claimants | 20 |
Pending Litigation [Member] | Compensatory Only Damages [Member] | Range 2 [Member] | |
Loss Contingencies [Line Items] | |
Number of pending claims seeking specific amounts of damages | claimants | 58 |
Pending Litigation [Member] | Compensatory Only Damages [Member] | Range 3 [Member] | |
Loss Contingencies [Line Items] | |
Number of pending claims seeking specific amounts of damages | claimants | 70 |
Pending Litigation [Member] | Punitive Only Damages [Member] | Range 1 [Member] | |
Loss Contingencies [Line Items] | |
Number of pending claims seeking specific amounts of damages | claimants | 142 |
Pending Litigation [Member] | Punitive Only Damages [Member] | Range 2 [Member] | |
Loss Contingencies [Line Items] | |
Number of pending claims seeking specific amounts of damages | claimants | 5 |
Pending Litigation [Member] | Punitive Only Damages [Member] | Range 3 [Member] | |
Loss Contingencies [Line Items] | |
Number of pending claims seeking specific amounts of damages | claimants | 1 |
Commitments and Contingencies O
Commitments and Contingencies Ordinary Course Claims (Details) - Jun. 30, 2015 - USD ($) $ in Millions | Total | Total |
Loss Contingencies [Line Items] | ||
Loss Contingency, Damages Awarded, Value | $ 2.8 | |
Ordinary Course Claims [Member] | ||
Loss Contingencies [Line Items] | ||
Loss Contingency, Damages Sought, Value | $ 10 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 224,900 | $ 224,710 | $ 449,030 | $ 441,540 |
Operating profit (loss) | 19,210 | 25,370 | 42,230 | 49,480 |
Packaging [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 89,580 | 86,250 | 168,540 | 167,680 |
Operating profit (loss) | 20,710 | 20,540 | 38,220 | 38,900 |
Energy [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 50,150 | 52,320 | 101,310 | 105,100 |
Operating profit (loss) | (7,170) | (630) | (6,830) | 1,970 |
Aerospace [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 43,220 | 31,820 | 88,960 | 59,010 |
Operating profit (loss) | 7,220 | 5,660 | 15,300 | 10,520 |
Engineered Components [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 41,950 | 54,320 | 90,220 | 109,750 |
Operating profit (loss) | 6,220 | 8,950 | 12,190 | 16,830 |
Corporate, Non-Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating profit (loss) | $ (7,770) | $ (9,150) | $ (16,650) | $ (18,740) |
Equity Awards - Stock Option Ac
Equity Awards - Stock Option Activity Table (Details) - Jun. 30, 2015 - USD ($) | Total |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Number of Options Outstanding, beginning balance | 251,667 |
Number of Options Exercised | (31,396) |
Number of Options Cancelled | (4,871) |
Number of Options Expired | (2,500) |
Number of Options Outstanding, ending balance | 212,900 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | |
Options Outstanding, Weighted Average Price, beginning | $ 6.39 |
Options Exercised, Weighted Average Price | 13.77 |
Options Cancelled, Weighted Average Price | 7.04 |
Options Expired, Weighted Average Price | 23 |
Options Outstanding, Weighted Average Price, ending | $ 5.09 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures | |
Options Average Remaining Contractual Life (Years) | 3 years 2 months |
Options Aggregate Intrinsic Value | $ 5,217,728 |
Equity Awards - Stock Options N
Equity Awards - Stock Options Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of options granted | 0 | |||
Exercisable stock options | 212,900 | 212,900 | ||
Stock Options Vested | 0 | |||
Stock-based compensation expense | $ 0 | $ 0 | ||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 900,000 | $ 2,000,000 | $ 2,900,000 | $ 4,200,000 |
Equity Awards - Restricted Shar
Equity Awards - Restricted Shares Activity Table (Details) - $ / shares | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | |
Restricted Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Number of Unvested Restricted Shares Outstanding, beginning balance | 725,459 | 725,459 | |
Number of Unvested Restricted Shares Granted | 241,450 | ||
Number of Unvested Restricted Shares Vested | (265,449) | ||
Number of Unvested Restricted Shares Cancelled | (173,698) | ||
Number of Unvested Restricted Shares Outstanding, ending balance | 527,762 | 725,459 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | |||
Unvested Restricted Shares Outstanding, Weighted Average Grant Date Fair Value, beginning | $ 29.59 | $ 29.59 | |
Unvested Restricted Shares Granted, Weighted Average Grant Date Fair Value | 29.98 | ||
Unvested Restricted Shares Vested, Weighted Average Grant Date Fair Value | 28.83 | ||
Unvested Restricted Shares Cancelled, Weighted Average Grant Date Fair Value | 29.75 | ||
Unvested Restricted Shares Outstanding, Weighted Average Grant Date Fair Value, ending | $ 30.10 | $ 29.59 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures | |||
Restricted Shares Average Remaining Contractual Life (Years) | 1 year 1 month | ||
Restricted Shares Aggregate Intrinsic Value | $ 15,621,755.20 | ||
Plan 1 [Member] | Service-based restriced shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Number of Unvested Restricted Shares Granted | 174,874 | ||
Plan 4 [Member] | Service-based restriced shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Number of Unvested Restricted Shares Granted | 1,300 | ||
3 year cash flow metric [Member] | Plan 3 [Member] | Performance-based restriced shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award percentage earned based on metric over the performance period | 25.00% | ||
3 year EPS CAGR metric [Member] | Plan 3 [Member] | Performance-based restriced shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award percentage earned based on metric over the performance period | 75.00% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award percentage attained | 70.25% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Number of Unvested Restricted Shares Cancelled | (28,205) |
Equity Awards - Restricted Sh62
Equity Awards - Restricted Shares Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted shares issued related to director fee deferrals | 2,759 | |||||
Restricted Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Unvested Restricted Shares Granted | 241,450 | |||||
Unrecognized unvested restricted shares-based compensation expense | $ 6,400 | $ 6,400 | ||||
Weighted-average period for recognition of the unrecognized unvested restricted shares-based compensation expense | 2 years 1 month | |||||
Restricted shares-based compensation expense | $ 900 | $ 2,000 | $ 2,900 | $ 4,200 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 173,698 | |||||
Plan 1 [Member] | Service-based restriced shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Unvested Restricted Shares Granted | 174,874 | |||||
Award requisite service period | 3 years | |||||
Plan 2 [Member] | Service-based restriced shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Unvested Restricted Shares Granted | 35,813 | |||||
Award requisite service period | 1 year | |||||
Cash value of incentive plan | 80.00% | |||||
Restriced shares value of incentive plan | 20.00% | |||||
Plan 4 [Member] | Service-based restriced shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Unvested Restricted Shares Granted | 1,300 | |||||
Award requisite service period | 1 year | |||||
Plan 5 [Member] | Service-based restriced shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award requisite service period | 1 year | |||||
Plan 5 [Member] | Service-based restriced shares [Member] | Non-employee independent director [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Unvested Restricted Shares Granted | 26,704 | |||||
Minimum [Member] | Plan 2 [Member] | Service-based restriced shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
ICP, Threshold target for granting stock awards | $ 20 | |||||
3 year EPS CAGR metric [Member] | Plan 3 [Member] | Performance-based restriced shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award percentage earned based on metric over the performance period | 75.00% | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award percentage attained | 70.25% | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 28,205 |
Earnings per Share (Details)
Earnings per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Restricted Shares [Member] | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Incremental common shares attributable to share-based payment arrangements | 160,936 | 185,255 | 220,102 | 222,486 |
Stock Options [Member] | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Incremental common shares attributable to share-based payment arrangements | 107,144 | 144,517 | 115,379 | 151,160 |
Defined Benefit Plans - Net Per
Defined Benefit Plans - Net Periodic Pension and Postretirement Benefit Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Pension Plans, Defined Benefit [Member] | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Defined Benefit Plan, Contributions by Employer | $ 1,900 | $ 2,600 | ||
Service costs | 230 | $ 190 | 470 | $ 380 |
Interest costs | 410 | 440 | 830 | 880 |
Expected return on plan assets | (490) | (520) | (1,010) | (1,040) |
Amortization of prior service cost | 10 | 10 | 10 | 10 |
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Settlements and Curtailments | (2,750) | 0 | (2,750) | 0 |
Amortization of net (gain)/loss | 360 | 280 | 740 | 560 |
Net periodic benefit cost | 3,270 | 400 | 3,790 | 790 |
Other Postretirement Benefit Plans, Defined Benefit [Member] | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Service costs | 0 | 0 | 0 | 0 |
Interest costs | 0 | 10 | 10 | 20 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of prior service cost | 0 | 0 | 0 | 0 |
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Settlements and Curtailments | 0 | 0 | 0 | 0 |
Amortization of net (gain)/loss | (10) | (30) | (20) | (50) |
Net periodic benefit cost | $ (10) | $ (20) | $ (10) | $ (30) |
Defined Benefit Plans - Defined
Defined Benefit Plans - Defined Benefit Plans Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Other Postretirement Benefit Plans, Defined Benefit [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Settlements and Curtailments | $ 0 | $ 0 | $ 0 | $ 0 |
Pension Plans, Defined Benefit [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Settlements and Curtailments | 2,750 | $ 0 | 2,750 | $ 0 |
Defined Benefit Plan, Estimated Future Employer Contributions in Current Fiscal Year | 3,500 | |||
Defined Benefit Plan, Contributions by Employer | $ 1,900 | $ 2,600 |
Other Comprehensive Income - (D
Other Comprehensive Income - (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |||
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax [Abstract] | ||||||
Beginning Balance Accumulated Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net of Tax | $ (14,180) | $ (10,840) | ||||
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net Unamortized Gain (Loss) Arising During Period, Net of Tax | 0 | 0 | ||||
Other Comprehensive Income (Loss), Reclassification, Pension and Other Postretirement Benefit Plans, Net Gain (Loss) Recognized in Net Periodic Benefit Cost, Net of Tax | (2,730) | [1] | (350) | [2] | ||
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | 2,730 | 350 | ||||
Accumulated Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Attributed to Spin-off | 0 | |||||
Net Current Period Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net of Tax | 2,730 | |||||
Ending Balance Accumulated Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net of Tax | $ (11,450) | $ (10,490) | (11,450) | (10,490) | ||
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax [Abstract] | ||||||
Beginning Balance Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | 610 | 1,060 | ||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | (1,400) | [3] | (300) | [4] | ||
Other Comprehensive Income (Loss), Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax | (690) | [5] | (80) | [2] | ||
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | (320) | (530) | (710) | (220) | ||
Accumulated Other Comprehensive Income (Loss), Derivative Qualifying as Hedges, Attributed to Spin-off | 250 | |||||
Net Current Period Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | (460) | |||||
Ending Balance Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | 150 | 840 | 150 | 840 | ||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax [Abstract] | ||||||
Beginning Balance Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | 23,790 | 37,610 | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | (5,660) | 4,860 | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment Realized upon Sale or Liquidation, Net of Tax | 0 | 0 | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 880 | 2,980 | (5,660) | 4,860 | ||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation, Attributed to Spin-off | (8,560) | |||||
Net Current Period Comprehensive Income (Loss), Foreign Currency Transaction and Translation, Net of Tax | (14,220) | |||||
Ending Balance Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | 9,570 | 42,470 | 9,570 | 42,470 | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||||
Beginning Balance Accumulated Other Comprehensive Income (Loss), Net of Tax | 10,220 | 27,830 | ||||
Other Comprehensive Income (Loss), Net Unrealized Gains (Losses) Arising During the Period, Net of Tax | (7,060) | 4,560 | ||||
Other Comprehensive income, Net Realized Gains (Losses) to Net Income | (3,420) | (430) | ||||
Total other comprehensive income (loss) | 3,040 | 2,620 | (3,640) | 4,990 | ||
Accumulated Other Comprehensive Income (Loss), Attributed to Spin-off | (8,310) | |||||
Net Current Period Comprehensive Income (Loss), Net of Tax | (11,950) | |||||
Ending Balance Accumulated Other Comprehensive Income (Loss), Net of Tax | $ (1,730) | $ 32,820 | (1,730) | 32,820 | ||
Other Comprehensive Income (Loss), Tax [Abstract] | ||||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax | 600 | 500 | ||||
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, Tax | 1,600 | 200 | ||||
Other Comprehensive Income (Loss), Reclassification Adjustment on Derivatives Included in Net Income, Tax | $ 200 | $ 200 | ||||
[1] | Defined benefit plans, net of income tax of $1.6 million. See Note 13, "Defined Benefit Plans," for additional details. | |||||
[2] | Defined benefit plans, net of income tax of $0.2 million. See Note 13, "Defined Benefit Plans," for additional details. Derivative instruments, net of income tax of $0.2 million. See Note 8, "Derivative Instruments," for further details. | |||||
[3] | Derivative instruments, net of income tax of $0.6 million. See Note 8, "Derivative Instruments," for further details. | |||||
[4] | Derivative instruments, net of income tax of $0.5 million. See Note 8, "Derivative Instruments," for further details. | |||||
[5] | Derivative instruments, net of income tax of $0.2 million. See Note 8, "Derivative Instruments," for further details. Additionally, net realized (losses) reclassified to net income for derivative instruments are included in income (loss) from discontinued operations, net, in our Consolidated Statement of Income. |
Subsequent Event (Details)
Subsequent Event (Details) - Jul. 17, 2015 - Interest Rate Swap [Member] - Subsequent Event [Member] - USD ($) $ in Millions | Total |
Minimum [Member] | |
Subsequent Event [Line Items] | |
Derivative, Fixed Interest Rate | 1.00% |
Derivative, Notional Amount | $ 115 |
Maximum [Member] | |
Subsequent Event [Line Items] | |
Derivative, Fixed Interest Rate | 2.70% |
Derivative, Notional Amount | $ 235 |