Document
Document - shares | 6 Months Ended | |
Jun. 28, 2015 | Aug. 03, 2015 | |
Entity [Abstract] | ||
Entity Registrant Name | MASONITE INTERNATIONAL CORPORATION | |
Entity Central Index Key | 893,691 | |
Current Fiscal Year End Date | --01-03 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 28, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 30,320,108 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net sales | $ 476,428 | $ 490,176 | $ 910,893 | $ 912,636 |
Cost of goods sold | 381,394 | 411,569 | 742,550 | 781,043 |
Gross profit | 95,034 | 78,607 | 168,343 | 131,593 |
Selling, general and administration expenses | 58,818 | 58,519 | 116,979 | 116,294 |
Restructuring costs | 988 | 560 | 3,344 | 1,281 |
Operating income (loss) | 35,228 | 19,528 | 48,020 | 14,018 |
Interest expense (income), net | 6,787 | 10,594 | 18,540 | 20,587 |
Loss on extinguishment of debt | 0 | 0 | 28,046 | 0 |
Other expense (income), net | (635) | 1,306 | (1,819) | 1,487 |
Income (loss) from continuing operations before income tax expense (benefit) | 29,076 | 7,628 | 3,253 | (8,056) |
Income tax expense (benefit) | 15,013 | 1,379 | 18,277 | 1,398 |
Income (loss) from continuing operations | 14,063 | 6,249 | (15,024) | (9,454) |
Income (loss) from discontinued operations, net of tax | (240) | (170) | (469) | (312) |
Net income (loss) | 13,823 | 6,079 | (15,493) | (9,766) |
Less: net income (loss) attributable to non-controlling interest | 381 | 499 | 2,117 | 1,240 |
Net income (loss) attributable to Masonite | $ 13,442 | $ 5,580 | $ (17,610) | $ (11,006) |
Earnings (loss) per common share attributable to Masonite: | ||||
Basic earnings per common share attributable to Masonite (in dollars per share) | $ 0.44 | $ 0.19 | $ (0.58) | $ (0.37) |
Diluted earnings per common share attributable to Masonite (in dollars per share) | 0.42 | 0.18 | (0.58) | (0.37) |
Earnings (loss) per common share from continuing operations attributable to Masonite: | ||||
Basic (in dollars per share) | 0.45 | 0.20 | (0.57) | (0.36) |
Diluted (in dollars per share) | $ 0.43 | $ 0.19 | $ (0.57) | $ (0.36) |
Other comprehensive income (loss): | ||||
Foreign exchange gain (loss) | $ 9,204 | $ 7,354 | $ (25,936) | $ (131) |
Amortization of actuarial net losses | 220 | 0 | 440 | 0 |
Income tax benefit (expense) related to other comprehensive income (loss) | (87) | (619) | (174) | (619) |
Other comprehensive income (loss), net of tax: | 9,337 | 6,735 | (25,670) | (750) |
Comprehensive income (loss) | 23,160 | 12,814 | (41,163) | (10,516) |
Less: comprehensive income (loss) attributable to non-controlling interest | 496 | 862 | 1,547 | 1,132 |
Comprehensive income (loss) attributable to Masonite | $ 22,664 | $ 11,952 | $ (42,710) | $ (11,648) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 28, 2015 | Dec. 28, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 136,305 | $ 192,037 |
Restricted cash | 17,045 | 13,187 |
Accounts receivable, net | 247,145 | 241,721 |
Inventories, net | 243,514 | 222,732 |
Prepaid expenses | 26,554 | 21,103 |
Income taxes receivable | 1,936 | 1,796 |
Current deferred income taxes | 23,215 | 20,767 |
Total current assets | 695,714 | 713,343 |
Property, plant and equipment, net | 553,665 | 576,234 |
Investment in equity investees | 7,982 | 8,827 |
Goodwill | 99,217 | 99,199 |
Intangible assets, net | 192,852 | 203,372 |
Long-term deferred income taxes | 15,991 | 20,697 |
Other assets, net | 17,205 | 16,744 |
Total assets | 1,582,626 | 1,638,416 |
Current liabilities: | ||
Accounts payable | 106,686 | 98,199 |
Accrued expenses | 137,216 | 137,681 |
Income taxes payable | 2,137 | 1,361 |
Total current liabilities | 246,039 | 237,241 |
Long-term debt | 468,173 | 503,785 |
Long-term deferred income taxes | 118,887 | 107,777 |
Other liabilities | 51,628 | 54,114 |
Total liabilities | $ 884,727 | $ 902,917 |
Commitments and Contingencies (Note 9) | ||
Equity: | ||
Share capital: unlimited shares authorized, no par value, 30,318,348 and 30,015,321 shares issued and outstanding as of June 28, 2015, and December 28, 2014, respectively. | $ 661,364 | $ 657,292 |
Additional paid-in capital | 227,023 | 225,918 |
Accumulated deficit | (115,127) | (97,517) |
Accumulated other comprehensive income (loss) | (101,359) | (76,259) |
Total equity attributable to Masonite | 671,901 | 709,434 |
Equity attributable to non-controlling interests | 25,998 | 26,065 |
Total equity | 697,899 | 735,499 |
Total liabilities and equity | $ 1,582,626 | $ 1,638,416 |
Condensed Consolidated Balance4
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - shares | Jun. 28, 2015 | Dec. 28, 2014 |
Statement of Financial Position [Abstract] | ||
Shares issued | 30,318,348 | 30,015,321 |
Shares outstanding | 30,318,348 | 30,015,321 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Changes in Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Total Equity Attributable to Masonite | Equity Attributable to Noncontrolling Interests |
Opening Balance, Shares at Dec. 29, 2013 | 29,085,021 | ||||||
Opening Balance, Value at Dec. 29, 2013 | $ 825,562 | $ 646,196 | $ 230,306 | $ (60,177) | $ (19,601) | $ 796,724 | $ 28,838 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | (34,118) | (37,340) | (37,340) | 3,222 | |||
Other comprehensive income (loss), net of tax | (57,636) | (56,658) | (56,658) | (978) | |||
Dividends to non-controlling interests | (5,017) | (5,017) | |||||
Share based compensation expense | 9,605 | 9,605 | 9,605 | ||||
Common shares issued for delivery of share based awards, Shares | 650,892 | ||||||
Common shares issued for delivery of share based awards, Value | 0 | $ 6,996 | (6,996) | 0 | |||
Common shares issued for exercise of warrants, Shares | 279,408 | ||||||
Common shares issued for exercise of warrants, Value | 263 | $ 4,100 | (3,837) | 263 | |||
Common shares withheld to cover income taxes payable due to delivery of share based awards | $ (3,160) | (3,160) | (3,160) | ||||
Ending Balance, Shares at Dec. 28, 2014 | 30,015,321 | 30,015,321 | |||||
Ending Balance, Value at Dec. 28, 2014 | $ 735,499 | $ 657,292 | 225,918 | (97,517) | (76,259) | 709,434 | 26,065 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | (15,493) | (17,610) | (17,610) | 2,117 | |||
Other comprehensive income (loss), net of tax | (25,670) | (25,100) | (25,100) | (570) | |||
Dividends to non-controlling interests | (1,614) | (1,614) | |||||
Share based compensation expense | 5,485 | 5,485 | 5,485 | ||||
Common shares issued for delivery of share based awards, Shares | 295,847 | ||||||
Common shares issued for delivery of share based awards, Value | 0 | $ 3,622 | (3,622) | 0 | |||
Common shares withheld to cover income taxes payable due to delivery of share based awards | (609) | (609) | (609) | ||||
Common shares issued under employee stock purchase plan | 7,180 | ||||||
Common shares issued under employee stock purchase plan, value | $ 301 | $ 450 | (149) | 301 | |||
Ending Balance, Shares at Jun. 28, 2015 | 30,318,348 | 30,318,348 | |||||
Ending Balance, Value at Jun. 28, 2015 | $ 697,899 | $ 661,364 | $ 227,023 | $ (115,127) | $ (101,359) | $ 671,901 | $ 25,998 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 28, 2015 | Jun. 29, 2014 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (15,493) | $ (9,766) |
Adjustments to reconcile net income (loss) to net cash flow provided by (used in) operating activities, net of acquisitions: | ||
Loss (income) from discontinued operations, net of tax | 469 | 312 |
Loss on extinguishment of debt | 28,046 | 0 |
Depreciation | 29,716 | 29,982 |
Amortization | 9,986 | 11,284 |
Share based compensation expense | 5,485 | 5,080 |
Deferred income taxes | 14,540 | (982) |
Unrealized foreign exchange loss (gain) | (1,220) | 1,611 |
Share of loss (income) from equity investees, net of tax | (595) | (574) |
Dividend from equity investee | 1,440 | 0 |
Pension and post-retirement expense (funding), net | (2,778) | (2,887) |
Non-cash accruals and interest | 658 | (1,424) |
Loss (gain) on sale of property, plant and equipment | 294 | 2,123 |
Accounts receivable | (9,276) | (38,491) |
Inventories | (25,636) | (22,911) |
Prepaid expenses | (6,281) | (305) |
Accounts payable and accrued expenses | 13,062 | 50,900 |
Other assets and liabilities | (2,220) | 1,745 |
Net cash flow provided by (used in) operating activities | 40,197 | 25,697 |
Cash flows from investing activities: | ||
Proceeds from sale of property, plant and equipment | 324 | 533 |
Additions to property, plant and equipment | (17,918) | (19,962) |
Cash used in acquisitions, net of cash acquired | 0 | (50,355) |
Restricted cash | (3,866) | 526 |
Other investing activities | (1,376) | (2,168) |
Net cash flow provided by (used in) investing activities | (22,836) | (71,426) |
Cash flows from financing activities: | ||
Proceeds from issuance of long-term debt | 475,000 | 138,688 |
Repayments of long-term debt | (500,000) | 0 |
Payments of long-term debt extinguishment costs | (31,691) | 0 |
Payments of long-term debt extinguishment costs | (7,159) | (1,925) |
Minimum tax withholding on share based awards | (609) | (1,054) |
Distributions to non-controlling interests | (1,614) | (1,144) |
Proceeds from exercise of common stock warrants | 0 | 262 |
Net cash flow provided by (used in) financing activities | (66,073) | 134,827 |
Net foreign currency translation adjustment on cash | (7,020) | (2,438) |
Increase (decrease) in cash and cash equivalents | (55,732) | 86,660 |
Cash and cash equivalents, beginning of period | 192,037 | 100,873 |
Cash and cash equivalents, at end of period | $ 136,305 | $ 187,533 |
Business Overview and SIgnifica
Business Overview and SIgnificant Accounting Policies | 6 Months Ended |
Jun. 28, 2015 | |
Accounting Policies [Abstract] | |
Business Overview and Significant Accounting Policies | Business Overview and Significant Accounting Policies Unless we state otherwise or the context otherwise requires, references to “Masonite,” “we,” “our,” “us” and the “Company” in these notes to the condensed consolidated financial statements refer to Masonite International Corporation and its subsidiaries. Description of Business Masonite International Corporation is one of the largest manufacturers of doors in the world, with significant market share in both interior and exterior door products. Masonite operates 62 manufacturing locations in 10 countries and sells doors to customers throughout the world, including the United States, Canada, the United Kingdom and France. Basis of Presentation We prepare these unaudited condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, they do not include all of the information and notes required by GAAP for annual financial statements. In the opinion of management, all adjustments consisting of normal and recurring entries considered necessary for a fair presentation of the results for the interim periods presented have been included. All significant intercompany balances and transactions have been eliminated. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts in the financial statements and accompanying notes. These estimates are based on information available as of the date of the unaudited condensed consolidated financial statements; therefore, actual results could differ from those estimates. Interim results are not necessarily indicative of the results for a full year. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended December 28, 2014, as filed with the SEC. There have been no changes in the significant accounting policies from those that were disclosed in the 2014 audited consolidated financial statements, other than as noted below. Certain prior year amounts have been reclassified to conform to the current basis of presentation. Our fiscal year is the 52- or 53-week period ending on the Sunday closest to December 31. In a 52-week year, each fiscal quarter consists of 13 weeks. For ease of disclosure, the 13-week periods are referred to as three-month periods. Our 2015 fiscal year, which ends on January 3, 2016, will contain 53 weeks of operating results, with the additional week occurring in the fourth quarter. Changes in Accounting Standards and Policies Adoption of Recent Accounting Pronouncements In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs.” This ASU requires capitalized debt issuance costs to be presented as a reduction to the carrying value of debt instead of being classified as a deferred charge, as previously required. This ASU is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2015, and interim periods within those annual periods; early adoption is permitted and retroactive application is required. We have adopted this guidance as of June 28, 2015, and as a result have recast the December 28, 2014, condensed consolidated balance sheet to conform to the current period presentation. The adoption of this standard reduced previously-presented other assets, net, and long-term debt by $8.1 million each, based upon the balance of unamortized debt issuance costs relating to our senior unsecured notes recorded as of December 28, 2014. In April 2014, the FASB issued ASU 2014-08, "Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity," which amends the definition of a discontinued operation in ASC 205-20 and requires entities to provide additional disclosures about discontinued operations as well as disposal transactions that do not meet the discontinued operations criteria. The FASB issued the ASU to provide more decision-useful information and to make it more difficult for a disposal transaction to qualify as a discontinued operation. This ASU is effective for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods; early application is permitted. The adoption of this standard did not have a material impact on the presentation of our financial statements. Other Recent Accounting Pronouncements not yet Adopted In April 2015, the FASB issued ASU 2015-04, “Practical Expedient for the Measurement Date of an Employer’s Defined Benefit Obligation and Plan Assets.” This ASU provides a practical expedient option to entities that have defined benefit plans and have a fiscal year end that does not coincide with a calendar month end. This ASU allows an entity to elect to measure defined benefit plan assets and obligations using the calendar month-end that is closest to its fiscal year end. This ASU is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2015, and interim periods within those annual periods; early adoption is permitted. The adoption of this standard is not expected to have an impact on the presentation of our financial statements. In February 2015, the FASB issued ASU 2015-02, “Amendments to the Consolidation Analysis,” which amended ASC 810, “Consolidation.” This ASU modifies the evaluation of whether limited partnerships are variable interest entities (“VIEs”) and affects the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships. This ASU is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2015, and interim periods within those annual periods; early adoption is permitted. The adoption of this standard is not expected to have an impact on the presentation of our financial statements. In August 2014, the FASB issued ASU 2014-15, "Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern," which amended ASC 205-40, "Presentation of Financial Statements - Going Concern". This ASU requires management to perform interim and annual assessments of an entity's ability to continue as a going concern within one year of the date of issuance of the entity's financial statements and to provide related footnote disclosures. This ASU is effective for annual reporting periods ending after December 15, 2016, and interim periods thereafter; early adoption is permitted. We are in the process of evaluating this guidance to determine the impact it will have on our financial statements. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers," which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is 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 entity expects to be entitled in exchange for those goods or services. In July 2015, the FASB voted for a one year deferral of the effective date of ASU 2014-09 and the guidance will now be effective for annual and interim periods beginning on or after December 15, 2017; early application is not permitted. We are in the process of evaluating this guidance to determine the impact it will have on our financial statements. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 28, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions 2014 Acquisitions On December 1, 2014, we completed the acquisition of Harring Doors Corporation (“Harring”), headquartered in London, Ontario, for total consideration of $3.9 million , net of cash acquired. We acquired 100% of the equity interests in Harring through the purchase of all of the outstanding shares of common stock at the acquisition date. Harring manufactures interior and exterior stile and rail wood doors for architectural door applications at its facility in London, Ontario. The excess purchase price over the fair value of net assets acquired of $2.0 million was allocated to goodwill. The goodwill principally represents anticipated synergies to be gained from the integration into our North American architectural wood door business. This goodwill is not deductible for tax purposes and relates to the North America segment. The acquisition of Harring complements our architectural wood door business. On February 24, 2014, we completed the acquisition of Door-Stop International Limited ("Door-Stop") for total consideration of $50.4 million , net of cash acquired. We acquired 100% of the equity interests in Door-Stop through the purchase of all outstanding shares of common stock on the acquisition date. Door-Stop is based in Nottinghamshire, United Kingdom, utilizes an internet-based ordering process and manufactures exterior door sets for the residential repair and renovation markets. The excess purchase price over the fair value of net tangible and intangible assets acquired of $20.4 million was allocated to goodwill. The goodwill principally represents the future expected value of the operations of the business. This goodwill is not deductible for tax purposes and relates to the Europe, Asia and Latin America segment. The Door-Stop acquisition complements our existing global fiberglass business. The aggregate consideration paid for acquisitions during 2014 was as follows: (In thousands) Harring Acquisition Door-Stop Acquisition Total 2014 Acquisitions Accounts receivable $ 1,180 $ 2,648 $ 3,828 Inventory 443 2,665 3,108 Property, plant and equipment 1,167 4,303 5,470 Goodwill 1,951 20,359 22,310 Intangible assets — 28,776 28,776 Accounts payable and accrued expenses (731 ) (3,492 ) (4,223 ) Other assets and liabilities, net (109 ) (4,904 ) (5,013 ) Cash consideration, net of cash acquired $ 3,901 $ 50,355 $ 54,256 The fair values of tangible assets acquired and liabilities assumed from the Harring acquisition were based upon preliminary calculations and valuations and the estimates and assumptions for the acquisition are subject to change as we obtain additional information during the measurement period (up to one year from the acquisition date). The primary areas of the preliminary estimates which are not yet finalized relate to certain tangible assets acquired and liabilities assumed, including goodwill. The fair values of intangible assets acquired are based on management’s estimates and assumptions including variations of the income approach, the cost approach and the market approach. Intangible assets acquired from Door-Stop consist of customer relationships and are being amortized over the weighted average amortization period of 9.9 years. The intangible assets are not expected to have any residual value. The gross contractual value of acquired trade receivables was $1.2 million and $2.8 million for the Harring and Door-Stop acquisitions, respectively. The following schedule represents the amount of net sales and net income (loss) attributable to Masonite from the Door-Stop acquisition which have been included in the condensed consolidated statements of comprehensive income (loss) for the periods indicated subsequent to the acquisition date. Amounts of revenue and earnings included in the condensed consolidated statements of comprehensive income (loss) for Harring were not material for the three and six months ended June 28, 2015 . Three Months Ended Six Months Ended (In thousands) June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 Net sales $ 13,197 $ 11,865 $ 25,063 $ 16,874 Net income (loss) attributable to Masonite 1,538 786 2,664 1,440 Pro Forma Information The following unaudited pro forma financial information represents the condensed consolidated financial information as if the acquisitions had been included in our condensed consolidated results beginning on the first day of the fiscal year prior to their respective acquisition dates. Pro forma information relating to the Harring acquisition has been excluded as it is not materially different from amounts reported. The pro forma results have been calculated after adjusting the results of the acquired entity to remove intercompany transactions and transaction costs incurred and to reflect the additional depreciation and amortization that would have been charged assuming the fair value adjustments to property, plant and equipment and intangible assets had been applied on the first day of the fiscal year prior to acquisition, together with the consequential tax effects. The pro forma results do not reflect any cost savings, operating synergies or revenue enhancements that the combined company may achieve as a result of the acquisition; the costs to combine the companies' operations; or the costs necessary to achieve these costs savings, operating synergies and revenue enhancements. The pro forma results do not necessarily reflect the actual results of operations of the combined companies' under our ownership and operation. Six Months Ended June 29, 2014 (In thousands, except per share amounts) Masonite Door-Stop Pro Forma Net sales $ 912,636 $ 6,659 $ 919,295 Net income (loss) attributable to Masonite (11,006 ) 624 (10,382 ) Basic earnings (loss) per common share $ (0.37 ) $ (0.35 ) Diluted earnings (loss) per common share $ (0.37 ) $ (0.35 ) In the table above, amounts under the Door-Stop heading reflect pro forma results for the period prior to acquisition through the acquisition date of February 24, 2014. All actual results from Door-Stop subsequent to the acquisition date are reflected under the Masonite heading above. |
Goodwill and Intangbile Assets
Goodwill and Intangbile Assets | 6 Months Ended |
Jun. 28, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Changes in the carrying amount of goodwill were as follows as of the dates indicated: (In thousands) North America Segment Europe, Asia and Latin America Segment Total December 28, 2014 $ 79,818 $ 19,381 $ 99,199 Foreign exchange fluctuations (186 ) 204 18 June 28, 2015 $ 79,632 $ 19,585 $ 99,217 The cost and accumulated amortization values of our intangible assets were as follows for the periods indicated: June 28, 2015 (In thousands) Cost Accumulated Amortization Translation Adjustment Net Book Value Definite life intangible assets: Customer relationships $ 107,381 $ (39,067 ) $ (2,233 ) $ 66,081 Patents 29,417 (15,987 ) (579 ) 12,851 Software 29,424 (21,214 ) (42 ) 8,168 Other 9,457 (7,132 ) (1,441 ) 884 175,679 (83,400 ) (4,295 ) 87,984 Indefinite life intangible assets: Trademarks and tradenames 111,053 — (6,185 ) 104,868 Total intangible assets $ 286,732 $ (83,400 ) $ (10,480 ) $ 192,852 December 28, 2014 (In thousands) Cost Accumulated Amortization Translation Adjustment Net Book Value Definite life intangible assets: Customer relationships $ 107,381 $ (33,181 ) $ (2,360 ) $ 71,840 Patents 28,630 (14,696 ) (308 ) 13,626 Software 28,832 (19,322 ) 63 9,573 Other 9,457 (6,810 ) (1,426 ) 1,221 174,300 (74,009 ) (4,031 ) 96,260 Indefinite life intangible assets: Trademarks and tradenames 111,053 — (3,941 ) 107,112 Total intangible assets $ 285,353 $ (74,009 ) $ (7,972 ) $ 203,372 Amortization of intangible assets was $4.7 million and $9.4 million for the three and six months ended June 28, 2015 , respectively, and was $5.3 million and $9.7 million for the three and six months ended June 29, 2014 , respectively. Amortization expense is classified within selling, general and administration expenses in the condensed consolidated statements of comprehensive income (loss). The estimated future amortization of intangible assets with definite lives as of June 28, 2015 , is as follows: (In thousands) Fiscal year: 2015 (remaining six months) $ 9,533 2016 17,568 2017 15,433 2018 12,048 2019 11,664 |
Accounts Receivable
Accounts Receivable | 6 Months Ended |
Jun. 28, 2015 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts Receivable Our customers consist mainly of wholesale distributors, dealers, and retail home centers. Our ten largest customers accounted for 50.6% and 48.8% of total accounts receivable as of June 28, 2015 , and December 28, 2014 , respectively. Our largest customer, The Home Depot, Inc., accounted for more than 10% of the consolidated gross accounts receivable balance as of June 28, 2015 , and December 28, 2014 . No other individual customer accounted for greater than 10% of the consolidated gross accounts receivable balance at either June 28, 2015 , or December 28, 2014 . The allowance for doubtful accounts balance was $1.9 million and $2.6 million as of June 28, 2015 , and December 28, 2014 , respectively. We maintain accounts receivable sales programs with third parties (the "AR Sales Programs"). Under the AR Sales Programs, we can transfer ownership of eligible trade accounts receivable of certain customers. Receivables are sold outright to third parties who assume the full risk of collection, without recourse to us in the event of a loss. Transfers of receivables under these programs are accounted for as sales. Proceeds from the transfers reflect the face value of the accounts receivable less a discount. Receivables sold under the AR Sales Programs are excluded from trade accounts receivable in the condensed consolidated balance sheets and are included in cash flows from operating activities in the condensed consolidated statements of cash flows. The discounts on the sales of trade accounts receivable sold under the AR Sales Programs were not material for any of the periods presented and were recorded to selling, general and administration expense within the condensed consolidated statements of comprehensive income (loss). |
Inventories
Inventories | 6 Months Ended |
Jun. 28, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The amounts of inventory on hand were as follows as of the dates indicated: (In thousands) June 28, December 28, Raw materials $ 174,713 $ 159,763 Finished goods 75,441 69,517 Provision for obsolete or aged inventory (6,640 ) (6,548 ) Inventories, net $ 243,514 $ 222,732 |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 28, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment The carrying amounts of our property, plant and equipment and accumulated depreciation were as follows as of the dates indicated: (In thousands) June 28, December 28, Land $ 43,418 $ 44,971 Buildings 166,778 170,344 Machinery and equipment 530,448 530,599 Property, plant and equipment, gross 740,644 745,914 Accumulated depreciation (186,979 ) (169,680 ) Property, plant and equipment, net $ 553,665 $ 576,234 Total depreciation expense was $14.4 million and $29.7 million in the three and six months ended June 28, 2015 , respectively, and $14.5 million and $30.0 million in the three and six months ended June 29, 2014 , respectively. Depreciation expense is included primarily within cost of goods sold in the condensed consolidated statements of comprehensive income (loss). On June 6, 2014, an explosion occurred in the power plant of our Estcourt mill in South Africa which reduced the site’s ability to generate steam and heat the kilns which, in turn, required the production lines to cease operating for several weeks. We are insured against property loss and business interruption, and we recognized partial payments of $1.2 million in business interruption insurance proceeds during the three and six months ended June 28, 2015 . These proceeds were recorded as a reduction to selling, general and administration expense in the condensed consolidated statements of comprehensive income (loss). |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 28, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt (In thousands) June 28, December 28, 5.625% senior unsecured notes due 2023 $ 475,000 $ — Debt issuance costs for 2023 Notes (6,827 ) — 8.25% senior unsecured notes due 2021 — 500,000 Unamortized premium on 2021 Notes — 11,920 Debt issuance costs for 2021 Notes — (8,135 ) Total long-term debt $ 468,173 $ 503,785 Interest expense related to our consolidated indebtedness under senior unsecured notes was $6.7 million and $17.8 million for the three and six months ended June 28, 2015 , respectively, and $10.1 million and $19.6 million for the three and six months ended June 29, 2014 , respectively. 5.625% Senior Notes due 2023 On March 23, 2015, we issued $475.0 million aggregate principal senior unsecured notes (the “2023 Notes”). The 2023 Notes were issued in a private placement for resale to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to buyers outside the United States pursuant to Regulation S under the Securities Act. The 2023 Notes were issued without registration rights and are not listed on any securities exchange. The 2023 Notes were issued at par and bear interest at 5.625% per annum, payable in cash semiannually in arrears on March 15 and September 15 of each year and are due March 15, 2023. We received net proceeds of $467.9 million after deducting $7.1 million of transaction issuance costs. The transaction costs were capitalized as a reduction to the carrying value of debt and are being amortized to interest expense over the term of the 2023 Notes using the effective interest method. The net proceeds from the 2023 Notes, together with available cash balances, were used to redeem the $500.0 million aggregate principal of 2021 Notes (as described below) and to pay related premiums, fees and expenses. We may redeem the 2023 Notes, in whole or in part, at any time prior to March 15, 2018, at a price equal to 100% of the principal amount plus the applicable premium, plus accrued and unpaid interest, if any, to the date of redemption. The applicable premium means, with respect to a note at any date of redemption, the greater of (i) 1.00% of the then-outstanding principal amount of such note and (ii) the excess of (a) the present value at such date of redemption of (1) the redemption price of such note at March 15, 2018, plus (2) all remaining required interest payments due on such note through such date (excluding accrued but unpaid interest to the date of redemption), computed using a discount rate equal to the Treasury Rate, as described in the indenture, plus 50 basis points, over (b) the principal amount of such note on such redemption date. We may also redeem the 2023 Notes, in whole or in part, at any time on or after March 15, 2018, at the applicable redemption prices specified under the indenture governing the 2023 Notes, plus accrued and unpaid interest, if any, to the date of redemption. If we experience certain changes of control or consummate certain asset sales and do not reinvest the net proceeds, we must offer to repurchase all of the 2023 Notes at a purchase price of 101.00% of their principal amount, plus accrued and unpaid interest, if any, to the repurchase date. Obligations under the 2023 Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis, by certain of our directly or indirectly wholly-owned subsidiaries. The indenture governing the 2023 Notes contains restrictive covenants that, among other things, limit our ability and the ability of our subsidiaries to: (i) incur additional debt and issue disqualified or preferred stock, (ii) make restricted payments, (iii) sell assets, (iv) create or permit restrictions on the ability of our restricted subsidiaries to pay dividends or make other distributions to the parent company, (v) create or incur certain liens, (vi) enter into sale and leaseback transactions, (vii) merge or consolidate with other entities and (viii) enter into transactions with affiliates. The foregoing limitations are subject to exceptions as set forth in the indenture governing the 2023 Notes. In addition, if in the future the 2023 Notes have an investment grade rating from at least two nationally recognized statistical rating organizations, certain of these covenants will be replaced with a less restrictive covenant. The indenture governing the 2023 Notes contains customary events of default (subject in certain cases to customary grace and cure periods). As of June 28, 2015 , we were in compliance with all covenants under the indenture governing the 2023 Notes. 8.25% Senior Notes due 2021 On January 21, 2014, March 9, 2012, and April 15, 2011, we issued $125.0 million , $100.0 million and $275.0 million aggregate principal senior unsecured notes, respectively (the "2021 Notes"). All issuances of the 2021 Notes had the same terms, rights and obligations, and were issued in the same series. The 2021 Notes were issued in three private placements for resale to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to buyers outside the United States pursuant to Regulation S under the Securities Act. The 2021 Notes were issued without registration rights and were not listed on any securities exchange. The 2021 Notes bore interest at 8.25% per annum, payable in cash semiannually in arrears on April 15 and October 15 of each year and were due April 15, 2021. We received net proceeds of $136.8 million , $101.5 million and $265.5 million in 2014, 2012 and 2011, respectively, after deducting $1.9 million , $2.0 million and $9.5 million of transaction issuance costs. The transaction costs were capitalized as deferred financing costs (included in other assets) and were being amortized to interest expense over the term of the 2021 Notes using the effective interest method. The 2021 Notes were issued at 108.75% , 103.50% and par in 2014, 2012 and 2011, respectively. The resulting premiums of $10.9 million and $3.5 million in 2014 and 2012, respectively, were being amortized to interest expense over the term of the 2021 Notes using the effective interest method. The net proceeds from the 2021 Notes were used to fund a $124.9 million return of capital to shareholders in 2011, in the amount of $4.54 per share; as well as the acquisitions of eight companies since 2011 for aggregate consideration of $297.5 million . The remaining proceeds from the 2021 Notes were used for general corporate purposes. In conjunction with the closing of the 2023 Notes offering, the 2021 Notes were fully redeemed and considered extinguished as of March 23, 2015. Under the terms of the indenture governing the 2021 Notes, we paid the applicable premium, as described in the indenture, of $31.7 million . Additionally, the unamortized premium of $11.5 million and unamortized transaction costs of $7.8 million relating to the 2021 Notes were written off in conjunction with the extinguishment of the 2021 Notes. The resulting loss on extinguishment of debt was $28.0 million and is recorded as part of income (loss) from continuing operations before income tax expense (benefit) in the condensed consolidated statements of comprehensive income (loss). Additionally, the cash payment of interest accrued to, but not including, the redemption date was accelerated to the redemption date. ABL Facility On April 9, 2015, we and certain of our subsidiaries amended and restated our asset-based revolving credit facility (the "ABL Facility") in order to extend the maturity date of the ABL Facility and amend certain other provisions. The amended and restated ABL Facility increased the revolving commitments to $150.0 million from $125.0 million and extended the final maturity date to April 9, 2020, from May 17, 2016. The borrowing base is calculated based on a percentage of the value of selected U.S. and Canadian accounts receivable and inventory, less certain intangible amounts. Obligations under the ABL Facility are secured by a first priority security interest in substantially all of the current assets of Masonite and our subsidiaries. In addition, obligations under the ABL Facility are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis, by certain of our directly or indirectly wholly-owned subsidiaries. Borrowings under the ABL Facility will bear interest at a rate equal to, at our option, (i) the Base Rate, Canadian Prime Rate or Canadian Base Rate (each as defined in the Amended and Restated Credit Agreement) plus a margin ranging from 0.25% to 0.75% per annum, or (ii) the Eurodollar Base Rate or BA Rate (each as defined in the Amended and Restated Credit Agreement), plus a margin ranging from 1.25% to 1.75% per annum. In addition to paying interest on any outstanding principal under the ABL Facility a commitment fee is payable on the undrawn portion of the ABL Facility in an amount equal to 0.25% per annum of the average daily balance of unused commitments during each calendar quarter. The ABL Facility contains various customary representations, warranties and covenants by us that, among other things, and subject to certain exceptions, restrict Masonite's ability and the ability of our subsidiaries to: (i) pay dividends on our common shares and make other restricted payments, (ii) make investments and acquisitions, (iii) engage in transactions with our affiliates, (iv) sell assets, (v) merge and (vi) create liens. The Amended and Restated Credit Agreement amends the ABL Facility to, among other things, (i) permit us to incur unlimited unsecured debt as long as such debt does not contain covenants or default provisions that are more restrictive than those contained in the ABL Facility, (ii) permit us to incur debt as long as the pro forma secured leverage ratio is less than 4.5 to 1.0 , and (iii) add certain additional exceptions and exemptions under the restricted payment, investment and indebtedness covenants (including increasing the amount of certain debt permitted to be incurred under an existing exception). As of June 28, 2015 , and December 28, 2014 , we were in compliance with all covenants under the credit agreement governing the ABL Facility and there were no amounts outstanding under the ABL Facility. |
Share Based Compensation Plans
Share Based Compensation Plans | 6 Months Ended |
Jun. 28, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share Based Compensation Plans | Share Based Compensation Plans Share-based compensation expense was $3.1 million and $5.5 million for the three and six months ended June 28, 2015 , respectively, and $2.8 million and $5.1 million for the three and six months ended June 29, 2014 , respectively. As of June 28, 2015 , the total remaining unrecognized compensation expense related to share based compensation amounted to $16.5 million , which will be amortized over the weighted average remaining requisite service period of 2.3 years. Share based compensation expense is recognized using a graded-method approach, or to a lesser extent a cliff-vesting approach, depending on the terms of the individual award and is classified within selling, general and administration expenses in the condensed consolidated statements of comprehensive income (loss). All share based awards are settled through issuance of new shares of our common stock. The share based award agreements contain restrictions on sale or transfer other than in limited circumstances. All other transfers would cause the share based awards to become null and void. Equity Incentive Plan Prior to July 9, 2012 , we had a management equity incentive plan (the "2009 Plan"). The 2009 Plan required granting by June 9, 2012, equity instruments which upon exercise would result in management (excluding directors) owning 9.55% of our common equity ( 3,554,811 shares) on a fully diluted basis, after giving consideration to the potential exercise of warrants and the equity instruments granted to directors. Under the 2009 Plan, we were required to issue equity instruments to directors that represented 0.90% ( 335,004 shares) of the common equity on a fully diluted basis. The requirement for issuance to employees was satisfied in June 2012, and the requirement for issuance to directors was satisfied in July 2009. No awards have been granted under the 2009 Plan since May 30, 2012, and no future awards will be granted under the 2009 Plan; however, all outstanding awards under the 2009 Plan will continue to be governed by their existing terms. Aside from shares issuable for outstanding awards, there are no further shares of common stock available for future issuance under the 2009 Plan. On July 12, 2012 , the Board of Directors adopted the Masonite International Corporation 2012 Equity Incentive Plan (as amended and restated, the "2012 Plan"). The 2012 Plan was adopted because the Board believes awards granted will help to attract, motivate and retain employees and non-employee directors, align employee and stockholder interests and encourage a performance-based culture built on employee stock ownership. The 2012 Plan permits us to offer eligible directors, employees and consultants cash and share-based incentives, including stock options, stock appreciation rights, restricted stock, other share-based awards (including restricted stock units) and cash-based awards. The 2012 Plan is effective for 10 years from the date of its adoption. Awards granted under the 2012 Plan are at the discretion of the Human Resources and Compensation Committee of the Board of Directors. The Human Resources and Compensation Committee may grant any award under the 2012 Plan in the form of a performance award. The 2012 Plan may be amended, suspended or terminated by the Board at any time; provided, that any amendment, suspension or termination which impairs the rights of a participant is subject to such participant's consent and; provided further, that certain material amendments are subject to shareholder approval. Prior to June 21, 2013 , the aggregate number of common shares that could be issued with respect to equity awards under the 2012 Plan could not exceed 1,500,000 shares plus the number of shares subject to existing grants under the 2009 Plan that may expire or be forfeited or cancelled. On June 21, 2013 , the Board of Directors approved an increase of 500,000 common shares issuable under the 2012 Plan, bringing the total number of shares issuable under the 2012 Plan to 2,000,000 plus the number of shares subject to existing grants under the 2009 plan that may expire or be forfeited or cancelled. On May 12, 2015, our shareholders approved the Masonite International Corporation Amended and Restated 2012 Equity Incentive Plan, which amended and restated the 2012 Plan in its entirety in order to further enable the Human Resources and Compensation Committee to grant awards thereunder that are intended to qualify as “qualified performance-based compensation” under Section 162(m) of the Internal Revenue Code of 1986, as amended. The Amended and Restated 2012 Plan also made certain changes to the performance criteria on which performance goals may be based and the adjustments to such performance criteria for such awards. As of June 28, 2015 , there were 1,824,500 shares of common stock available for future issuance under the 2012 Plan. Deferred Compensation Plan We offer to certain of our employees and directors a Deferred Compensation Plan ("DCP"). The DCP is an unfunded non-qualified deferred compensation plan that permits those certain employees and directors to defer a portion of their compensation to a future time. Eligible employees may elect to defer a portion of their base salary, bonus and/or restricted stock units and eligible directors may defer a portion of their director fees or restricted stock units. All contributions to the DCP on behalf of the participant are fully vested (other than restricted stock unit deferrals which remain subject to the vesting terms of the applicable equity incentive plan) and placed into a grantor trust, commonly referred to as a "rabbi trust." Although we are permitted to make matching contributions under the terms of the DCP, we have not elected to do so. The DCP invests the contributions in diversified securities from a selection of investments and the participants choose their investments and may periodically reallocate the assets in their respective accounts. Participants are entitled to receive the benefits in their accounts upon separation of service or upon a specified date, with benefits payable as a single lump sum or in annual installments. All plan investments are categorized as having Level 1 valuation inputs as established by the FASB’s Fair Value Framework. Assets of the rabbi trust, other than Company stock, are recorded at fair value and included in other assets in the condensed consolidated balance sheets. These assets in the rabbi trust are classified as trading securities and changes in their fair values are recorded in other income (loss) in the condensed consolidated statements of comprehensive income (loss). The liability relating to deferred compensation represents our obligation to distribute funds to the participants in the future and is included in other liabilities in the condensed consolidated balance sheets. As of June 28, 2015 , the liability and asset relating to deferred compensation each had a fair value of $2.0 million . Any unfunded gain or loss relating to changes in the fair value of the deferred compensation liability is recognized in selling, general and administration expense in the condensed consolidated statements of comprehensive income (loss). As of June 28, 2015 , participation in the deferred compensation plan is limited and no restricted stock awards have been deferred into the deferred compensation plan. Stock Appreciation Rights We have granted Stock Appreciation Rights ("SARs") to certain employees under both the 2009 Plan and the 2012 Plan, which entitle the recipient to the appreciation in value of a number of common shares over the exercise price over a period of time, each as specified in the applicable award agreement. The exercise price of any SAR granted may not be less than the fair market value of our common shares on the date of grant. The compensation expense for the SARs is measured based on the fair value of the SARs at the date of grant and is recognized over the requisite service period. The SARs vest over a maximum of four years, have a life of ten years and settle in common shares. It is assumed that all time-based SARs will vest. The total fair value of SARs vested was $0.4 million in the six months ended June 28, 2015 , and was $0.2 million and $0.6 million in the three and six months ended June 29, 2014 , respectively. Six months ended June 28, 2015 Stock Appreciation Rights Aggregate Intrinsic Value (in thousands) Weighted Average Exercise Price Average Remaining Contractual Life (Years) Outstanding, beginning of period 1,231,468 $ 48,516 $ 19.59 5.9 Exercised (308,770 ) 15,205 16.82 Cancelled (4,584 ) 32.26 Outstanding, end of period 918,114 $ 46,400 $ 20.26 5.5 Exercisable, end of period 697,577 $ 37,727 $ 16.72 4.8 Six months ended June 29, 2014 Stock Appreciation Rights Aggregate Intrinsic Value (in thousands) Weighted Average Exercise Price Average Remaining Contractual Life (Years) Outstanding, beginning of period 1,812,658 $ 59,525 $ 18.16 6.4 Exercised (262,074 ) 10,758 14.48 Cancelled (23,172 ) 34.51 Outstanding, end of period 1,527,412 $ 55,850 $ 18.49 6.1 Exercisable, end of period 1,183,138 $ 46,595 $ 15.68 5.5 Restricted Stock Units We have granted Restricted Stock Units ("RSUs") to directors and certain employees under both the 2009 Plan and the 2012 Plan. The RSUs confer the right to receive shares of our common stock at a specified future date or when certain conditions are met. The compensation expense for the RSUs awarded is based on the fair value of the RSUs at the date of grant and is recognized over the requisite service period. The RSUs vest over a maximum of three years and call for the underlying shares to be delivered no later than 30 days following the vesting date unless the participant is subject to a blackout period. In such case, the shares are to be delivered once the blackout restriction has been lifted. It is assumed that all time-based RSUs will vest. Six Months Ended June 28, 2015 June 29, 2014 Total Restricted Stock Units Outstanding Weighted Average Grant Date Fair Value Total Restricted Stock Units Outstanding Weighted Average Grant Date Fair Value Outstanding, beginning of period 543,373 $ 34.56 618,963 $ 22.09 Granted 192,653 61.38 193,940 54.65 Delivered (70,557 ) (94,009 ) Withheld to cover (1) (9,128 ) (21,159 ) Cancelled (49,482 ) (1,709 ) Outstanding, end of period 606,859 $ 42.75 696,026 $ 30.60 ____________ (1) A portion of the vested RSUs delivered were net share settled to cover the minimum statutory requirements for income and other employment taxes, at the individual participant’s election. We remit the equivalent cash to the appropriate taxing authorities. These net share settlements had the effect of share repurchases by us as we reduced and retired the number of shares that would have otherwise been issued as a result of the vesting. Approximately one-half of the RSUs granted during the six months ended June 28, 2015 , vest at specified future dates with only service requirements, while the remaining portion of the RSUs vest based on both performance and service requirements. The value of RSUs granted in the six months ended June 28, 2015 , was $11.8 million and is being recognized over the weighted average requisite service period of 1.7 years. During the six months ended June 28, 2015 , there were 79,685 RSUs vested at a fair value of $2.7 million . Warrants On June 9, 2009, we issued 5,833,335 warrants, representing the right to purchase our common shares for $55.31 per share, subsequently adjusted to $50.77 per share for the $4.54 per share return of capital in 2011. Of these, 3,333,334 had an expiration date of June 9, 2014 (the "2014 Warrants"), and 2,500,001 are scheduled to expire on June 9, 2016 (the "2016 Warrants"). During the six months prior to their respective expiration dates, the warrants provide the holders with a cashless exercise option. We have accounted for these warrants as equity instruments. Future exercises will increase the amount of common shares outstanding and reduce additional paid-in capital. Activity relating to the warrants was as followed for the periods presented: Three Months Ended June 28, 2015 June 29, 2014 2016 Warrants 2014 Warrants 2016 Warrants Total Warrants Outstanding, beginning of period 2,500,001 2,453,653 2,500,001 4,953,654 Exercised — (2,409,465 ) — (2,409,465 ) Forfeited — (44,188 ) — (44,188 ) Outstanding, end of period 2,500,001 — 2,500,001 2,500,001 Cash received for exercise (in thousands) $ — $ 263 $ — $ 263 Common shares issued — 180,489 — 180,489 Six Months Ended June 28, 2015 June 29, 2014 2016 Warrants 2014 Warrants 2016 Warrants Total Warrants Outstanding, beginning of period 2,500,001 3,333,334 2,500,001 5,833,335 Exercised — (3,289,146 ) — (3,289,146 ) Forfeited — (44,188 ) — (44,188 ) Outstanding, end of period 2,500,001 — 2,500,001 2,500,001 Cash received for exercise (in thousands) $ — $ 263 $ — $ 263 Common shares issued — 279,228 — 279,228 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 28, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies For lease agreements that provide for escalating rent payments or rent-free occupancy periods, we recognize rent expense on a straight line basis over the non-cancelable lease term and any option renewal period where failure to exercise such option would result in an economic penalty in such amount that renewal appears, at the inception of the lease, to be reasonably assured. The lease term commences on the date when all conditions precedent to our obligation to pay rent are satisfied. The leases contain provisions for renewal ranging from zero to three options of generally five years each. Minimum payments, for the following future periods, under non-cancelable operating leases and service agreements with initial or remaining terms of one year or more consist of the following: (In thousands) Fiscal year: 2015 (remaining six months) $ 9,057 2016 15,528 2017 13,206 2018 12,074 2019 11,274 Thereafter 67,613 Total future minimum lease payments $ 128,752 Total rent expense, including non-cancelable operating leases and month-to-month leases, was $6.0 million and $11.7 million for the three and six months ended June 28, 2015 , respectively, and was $5.8 million and $12.0 million for the three and six months ended June 29, 2014 , respectively. We have provided customary indemnifications to our landlords under certain property lease agreements for claims by third parties in connection with their use of the premises. We also have provided routine indemnifications against adverse effects related to changes in tax laws and patent infringements by third parties. The maximum amount of these indemnifications cannot be reasonably estimated due to their nature. In some cases, we have recourse against other parties to mitigate the risk of loss from these indemnifications. Historically, we have not made any significant payments relating to such indemnifications. From time to time, we are involved in various claims and legal actions. In the opinion of management, the ultimate disposition of these matters, individually and in the aggregate, will not have a material effect on our condensed consolidated financial statements, results of operations or liquidity. |
Restructuring Costs
Restructuring Costs | 6 Months Ended |
Jun. 28, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Costs | Restructuring Costs The following table summarizes the restructuring charges recorded for the periods indicated: Three Months Ended June 28, 2015 June 29, 2014 (In thousands) North America Europe, Asia and Latin America Total North America Europe, Asia and Latin America Africa Total 2015 Plan $ 519 $ 415 $ 934 $ — $ — $ — $ — 2013 Plan 2 52 54 348 35 6 389 2012 and Prior Plans — — — 22 149 — 171 Total Restructuring Costs $ 521 $ 467 $ 988 $ 370 $ 184 $ 6 $ 560 Six Months Ended June 28, 2015 June 29, 2014 (In thousands) North America Europe, Asia and Latin America Total North America Europe, Asia and Latin America Africa Total 2015 Plan $ 1,143 $ 2,102 $ 3,245 $ — $ — $ — $ — 2013 Plan 6 93 99 363 709 6 1,078 2012 and Prior Plans — — — 39 164 — 203 Total Restructuring Costs $ 1,149 $ 2,195 $ 3,344 $ 402 $ 873 $ 6 $ 1,281 Cumulative Amount Incurred Through June 28, 2015 (In thousands) North America Europe, Asia and Latin America Africa Total 2015 Plan $ 1,143 $ 2,102 $ — $ 3,245 2014 Plan — 9,503 — 9,503 2013 Plan 2,955 3,757 1,149 7,861 2012 and Prior Plans 10,396 20,202 — 30,598 Total Restructuring Costs $ 14,494 $ 35,564 $ 1,149 $ 51,207 During 2015, we began implementing a multi-year plan to reorganize and consolidate certain aspects of our global head office (the "2015 Plan"). The 2015 Plan includes the creation of a new shared services function, the rationalization of certain of our European facilities and related headcount reductions. The 2015 Plan was implemented in response to the need for more effective business processes enabled by the planned implementation of our new enterprise resource planning system as well as ongoing weak market conditions in Europe outside of the United Kingdom. Costs associated with the 2015 Plan include severance and closure charges and are expected to be completed by the first quarter of 2016. As of June 28, 2015 , we expect to incur approximately $1 million of future charges relating to the 2015 Plan. On August 20, 2014, the Board of Directors of Masonite Israel Ltd. (“Israel”), one of our wholly-owned subsidiaries, decided to voluntarily seek a Stay of Proceedings from the Israeli courts in an attempt to restructure the business (the “2014 Plan”). The court filing was made on August 21, 2014, and the court appointed a trustee to oversee the operation of the business and to attempt to restructure it. The action to seek court protection followed a comprehensive evaluation of the alternatives for the business, including an organized sale process that was ultimately unsuccessful. We determined that the subsidiary should be deconsolidated at that time, as it had become subject to the control of a court. We have had and will continue to have no continuing involvement with Israel subsequent to August 21, 2014, and Israel will not be considered a related party. As of June 28, 2015, pending the ultimate resolution of the Stay of Proceedings, we do not anticipate any material future charges related to the 2014 Plan. During 2013, we began implementing plans to rationalize certain of our facilities, including related headcount reductions, in Canada due to synergy opportunities related to recent acquisitions in the residential interior wood door markets. We have also rationalized certain of our operations, including related headcount reductions, in Ireland, South Africa and Israel in order to respond to declines in demand in international markets. Additionally, the decision was made to discontinue sales into the Polish market subsequent to the decision to cease manufacturing operations in 2012 (collectively, the "2013 Plan"). Costs associated with the 2013 Plan include severance and closure charges, including impairment of certain property, plant and equipment, and are substantially completed. As of June 28, 2015 , we do not expect to incur any material future charges for the 2013 Plan. Prior years’ restructuring costs relate to the closure of certain of our U.S. manufacturing facilities due to the start-up of our highly automated interior door slab assembly plant in Denmark, South Carolina, synergy opportunities related to acquisitions in the architectural interior wood door market and footprint optimization efforts resulting from declines in demand in specific markets, primarily in Europe. In response to the decline in demand, we reviewed the required levels of production and reduced the workforce and plant capacity accordingly, resulting in severance and closure charges. These actions were taken in order to rationalize capacity with existing and forecasted market demand conditions. The restructuring plans initiated in 2012 and prior years (the "2012 and Prior Plans") are substantially completed, although cash payments are expected to continue through 2019, primarily related to lease payments at closed facilities. As of June 28, 2015 , we do not expect to incur any future charges for the 2012 and Prior Plans. The changes in the accrual for restructuring by activity were as follows for the periods indicated: (In thousands) December 28, Severance Closure Costs Cash Payments June 28, 2015 Plan $ — $ 1,911 $ 1,334 $ 2,485 $ 760 2014 Plan 839 — — 319 520 2013 Plan 341 — 99 118 322 2012 and Prior Plans 1,153 — — 326 827 Total $ 2,333 $ 1,911 $ 1,433 $ 3,248 $ 2,429 (In thousands) December 29, Severance Closure Costs Cash Payments June 29, 2013 Plan $ 2,348 $ 67 $ 1,011 $ 3,070 $ 356 2012 and Prior Plans 2,061 141 62 450 1,814 Total $ 4,409 $ 208 $ 1,073 $ 3,520 $ 2,170 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 28, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income tax expense (benefit) for income taxes consists of the following: Three Months Ended Six Months Ended (In thousands) June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 Current $ 2,238 $ 1,311 $ 3,737 $ 2,380 Deferred 12,775 68 14,540 (982 ) Income tax expense (benefit) $ 15,013 $ 1,379 $ 18,277 $ 1,398 The effective tax rate differs from the Canadian federal statutory rate of 26.6% primarily due to changes in our valuation allowances, tax exempt income, and earnings in foreign jurisdictions which are subject to lower tax rates. We currently have deferred tax assets in certain jurisdictions resulting from net operating losses and other deductible temporary differences, which will reduce taxable income in these jurisdictions in future periods. We have determined that a valuation allowance of $47.2 million and $35.8 million was required for our deferred income tax assets as of June 28, 2015 , and December 28, 2014 , respectively. A valuation allowance has been established on deferred tax assets resulting from net operating loss carry forwards and other carry forward attributes primarily in Canada, Chile, France, India, Mexico and Luxembourg. We expect to record valuation allowances on deferred tax assets arising in these jurisdictions until a sustained level of income is reached. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 6 Months Ended |
Jun. 28, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information Certain cash and non-cash transactions were as follows for the periods indicated: Six Months Ended (In thousands) June 28, 2015 June 29, 2014 Transactions involving cash: Interest paid $ 19,951 $ 20,837 Interest received 340 317 Income taxes paid 3,538 3,107 Income tax refunds 9 455 Non-cash transactions: Property, plant and equipment additions in accounts payable 3,864 6,240 |
Segment Information
Segment Information | 6 Months Ended |
Jun. 28, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Our reportable segments are organized and managed principally by geographic region: North America; Europe, Asia and Latin America; and Africa. Our management reviews net sales and Adjusted EBITDA (as defined below) to evaluate segment performance and allocate resources. Net assets are not allocated to the geographic segments. Adjusted EBITDA is a non-GAAP financial measure which does not have a standardized meaning under GAAP and is unlikely to be comparable to similar measures used by other companies. Beginning in the first quarter of 2015, we revised our calculation of Adjusted EBITDA to separately exclude loss on extinguishment of debt, which would be a component of other expense (income), net, but is separately stated due to its magnitude. The revision to this definition had no impact on our reported Adjusted EBITDA for the three months ended June 28, 2015, or the three and six months ended June 29, 2014. Adjusted EBITDA (as revised) is defined as net income (loss) attributable to Masonite adjusted to exclude the following items: • depreciation; • amortization; • share based compensation expense; • loss (gain) on disposal of property, plant and equipment; • registration and listing fees; • restructuring costs; • asset impairment; • interest expense (income), net; • loss from extinguishment of debt; • other expense (income), net; • income tax expense (benefit); • loss (income) from discontinued operations, net of tax; and • net income (loss) attributable to non-controlling interest. This definition of Adjusted EBITDA differs from the definitions of EBITDA contained in the indenture governing the 2023 Notes and the credit agreement governing the ABL Facility. Although Adjusted EBITDA is not a measure of financial condition or performance determined in accordance with GAAP, it is used to evaluate and compare the operating performance of the segments and it is one of the primary measures used to determine employee incentive compensation. Intersegment transfers are negotiated on an arm’s length basis, using market prices. Certain information with respect to geographic segments is as follows for the periods indicated: (In thousands) Three Months Ended June 28, 2015 (In thousands) North America Europe, Asia and Latin America Africa Total Sales $ 376,336 $ 94,246 $ 12,641 $ 483,223 Intersegment sales (92 ) (6,703 ) — (6,795 ) Net sales to external customers $ 376,244 $ 87,543 $ 12,641 $ 476,428 Adjusted EBITDA $ 48,146 $ 11,359 $ (448 ) $ 59,057 (In thousands) Three Months Ended June 29, 2014 (In thousands) North America Europe, Asia and Latin America Africa Total Sales $ 372,875 $ 110,715 $ 13,971 $ 497,561 Intersegment sales (190 ) (7,195 ) — (7,385 ) Net sales to external customers $ 372,685 $ 103,520 $ 13,971 $ 490,176 Adjusted EBITDA $ 39,685 $ 5,028 $ (663 ) $ 44,050 (In thousands) Six Months Ended June 28, 2015 (In thousands) North America Europe, Asia and Latin America Africa Total Sales $ 712,624 $ 187,262 $ 23,921 $ 923,807 Intersegment sales (424 ) (12,490 ) — (12,914 ) Net sales to external customers $ 712,200 $ 174,772 $ 23,921 $ 910,893 Adjusted EBITDA $ 77,784 $ 20,130 $ (1,069 ) $ 96,845 (In thousands) Six Months Ended June 29, 2014 (In thousands) North America Europe, Asia and Latin America Africa Total Sales $ 687,642 $ 211,279 $ 27,363 $ 926,284 Intersegment sales (516 ) (13,132 ) — (13,648 ) Net sales to external customers $ 687,126 $ 198,147 $ 27,363 $ 912,636 Adjusted EBITDA $ 55,688 $ 8,062 $ 18 $ 63,768 A reconciliation of our consolidated Adjusted EBITDA to net income (loss) attributable to Masonite is set forth as follows for the periods indicated: Three Months Ended Six Months Ended (In thousands) June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 Adjusted EBITDA $ 59,057 $ 44,050 $ 96,845 $ 63,768 Less (plus): Depreciation 14,410 14,536 29,716 29,982 Amortization 4,975 5,593 9,986 11,284 Share based compensation expense 3,106 2,797 5,485 5,080 Loss (gain) on disposal of property, plant and equipment 350 1,036 294 2,123 Restructuring costs 988 560 3,344 1,281 Interest expense (income), net 6,787 10,594 18,540 20,587 Loss on extinguishment of debt — — 28,046 — Other expense (income), net (635 ) 1,306 (1,819 ) 1,487 Income tax expense (benefit) 15,013 1,379 18,277 1,398 Loss (income) from discontinued operations, net of tax 240 170 469 312 Net income (loss) attributable to non-controlling interest 381 499 2,117 1,240 Net income (loss) attributable to Masonite $ 13,442 $ 5,580 $ (17,610 ) $ (11,006 ) |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 28, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts of our cash and cash equivalents, restricted cash, accounts receivable, income taxes receivable, accounts payable, accrued expenses and income taxes payable approximate fair value because of the short-term maturity of those instruments. The estimated fair value of the 2023 Notes as of June 28, 2015 , was $476.9 million , compared to a carrying value of $468.2 million , and the estimated fair value of the 2021 Notes as of December 28, 2014 , was $524.4 million , compared to a carrying value of $503.8 million . This estimate is based on market quotes and calculations based on current market rates available to us and is categorized as having Level 2 valuation inputs as established by the FASB’s Fair Value Framework. Market quotes used in these calculations are based on bid prices for our debt instruments and are obtained from and corroborated with multiple independent sources. The market quotes obtained from independent sources are within the range of management’s expectations. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 28, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share ("EPS") is calculated by dividing earnings attributable to Masonite by the weighted-average number of our common shares outstanding during the period. Diluted EPS is calculated by dividing earnings attributable to Masonite by the weighted-average number of common shares plus the incremental number of shares issuable from non-vested and vested RSUs, SARs and warrants outstanding during the period. (In thousands, except share and per share information) Three Months Ended Six Months Ended June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 Net income (loss) attributable to Masonite $ 13,442 $ 5,580 $ (17,610 ) $ (11,006 ) Income (loss) from discontinued operations, net of tax (240 ) (170 ) (469 ) (312 ) Income (loss) from continuing operations attributable to Masonite $ 13,682 $ 5,750 $ (17,141 ) $ (10,694 ) Shares used in computing basic earnings per share 30,244,869 29,511,693 30,151,182 29,350,936 Effect of dilutive securities: Incremental shares issuable under share compensation plans and warrants 1,448,955 1,336,940 — — Shares used in computing diluted earnings per share 31,693,824 30,848,633 30,151,182 29,350,936 Basic earnings (loss) per common share attributable to Masonite: Continuing operations attributable to Masonite $ 0.45 $ 0.20 $ (0.57 ) $ (0.36 ) Discontinued operations attributable to Masonite, net of tax (0.01 ) (0.01 ) (0.01 ) (0.01 ) Total Basic earnings per common share attributable to Masonite $ 0.44 $ 0.19 $ (0.58 ) $ (0.37 ) Diluted earnings (loss) per common share attributable to Masonite: Continuing operations attributable to Masonite $ 0.43 $ 0.19 $ (0.57 ) $ (0.36 ) Discontinued operations attributable to Masonite, net of tax (0.01 ) (0.01 ) (0.01 ) (0.01 ) Total Diluted earnings per common share attributable to Masonite $ 0.42 $ 0.18 $ (0.58 ) $ (0.37 ) Incremental shares issuable from anti-dilutive instruments excluded from diluted earnings per common share: Warrants — — 2,500,001 2,500,001 Stock appreciation rights — — 420,137 733,722 Restricted stock units — — 415,113 512,012 The weighted average number of shares outstanding utilized for the diluted EPS calculation contemplates the exercise of all currently outstanding SARs and warrants and the conversion of all RSUs. The dilutive effect of such equity awards is calculated based on the weighted average share price for each fiscal period using the treasury stock method. For the six months ended June 28, 2015 , and June 29, 2014 , no potential common shares relating to our equity awards were included in the computation of diluted loss per share, as their effect would have been anti-dilutive given our net loss position for those periods. |
Other Comprehensive Income and
Other Comprehensive Income and Accumulated Other Comprehensive Income | 6 Months Ended |
Jun. 28, 2015 | |
Equity [Abstract] | |
Other Comprehensive Income and Accumulated Other Comprehensive Income | Other Comprehensive Income and Accumulated Other Comprehensive Income A rollforward of the components of accumulated other comprehensive income (loss) is as follows for the periods indicated: Three Months Ended Six Months Ended (In thousands) June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 Accumulated foreign exchange gains (losses), beginning of period $ (91,928 ) $ (15,811 ) $ (57,473 ) $ (8,797 ) Foreign exchange gain (loss) 9,204 7,354 (25,936 ) (131 ) Income tax benefit (expense) on foreign exchange gain (loss) — (619 ) — (619 ) Less: foreign exchange gain (loss) attributable to non-controlling interest 115 363 (570 ) (108 ) Accumulated foreign exchange gains (losses), end of period (82,839 ) (9,439 ) (82,839 ) (9,439 ) Accumulated amortization of actuarial net losses, beginning of period 2,023 1,890 1,890 1,890 Amortization of actuarial net losses 220 — 440 — Income tax benefit (expense) on amortization of actuarial net losses (87 ) — (174 ) — Accumulated amortization of actuarial net losses, end of period 2,156 1,890 2,156 1,890 Accumulated pension and other post-retirement adjustments (20,676 ) (12,694 ) (20,676 ) (12,694 ) Accumulated other comprehensive income (loss) $ (101,359 ) $ (20,243 ) $ (101,359 ) $ (20,243 ) Other comprehensive income (loss), net of tax: $ 9,337 $ 6,735 $ (25,670 ) $ (750 ) Less: other comprehensive income (loss) attributable to non-controlling interest 115 363 (570 ) (108 ) Other comprehensive income (loss) attributable to Masonite $ 9,222 $ 6,372 $ (25,100 ) $ (642 ) Actuarial net losses are reclassified out of accumulated other comprehensive income (loss) into cost of goods sold in the condensed consolidated statements of comprehensive income (loss). |
Variable Interest Entity
Variable Interest Entity | 6 Months Ended |
Jun. 28, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entity | Variable Interest Entity As of June 28, 2015 , and December 28, 2014 , we held an interest in one variable interest entity ("VIE"), Magna Foremost Sdn Bhd, which is located in Kuala Lumpur, Malaysia. The VIE is integrated into our supply chain and manufactures door facings. We are the primary beneficiary of the VIE via the terms of the existing supply agreement with the VIE. As primary beneficiary via the supply agreement, we receive a disproportionate amount of earnings on sales to third parties in relation to our voting interest, and as a result, receive a majority of the VIE’s residual returns. Sales to third parties did not have a material impact on our condensed consolidated financial statements. We also have the power to direct activities of the VIE that most significantly impact the entity’s economic performance. As its primary beneficiary, we have consolidated the results of the VIE. Our net cumulative investment in the VIE was comprised of the following as of the dates indicated: (In thousands) June 28, December 28, Current assets $ 12,341 $ 8,346 Property, plant and equipment, net 16,695 17,788 Long-term deferred income taxes 11,086 12,321 Other assets, net 1,923 2,234 Current liabilities (2,224 ) (2,496 ) Other long-term liabilities (4,155 ) (4,479 ) Non-controlling interest (6,375 ) (7,785 ) Net assets of the VIE consolidated by Masonite $ 29,291 $ 25,929 Current assets include $5.6 million and $3.1 million of cash and cash equivalents as of June 28, 2015 , and December 28, 2014 , respectively. Assets recognized as a result of consolidating this VIE do not represent additional assets that could be used to satisfy claims against our general assets. Conversely, liabilities recognized as a result of consolidating these entities do not represent additional claims on our general assets; rather, they represent claims against the specific assets of the consolidated VIE. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 28, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events We have evaluated events and transactions occurring subsequent to June 28, 2015 , through the date the financial statements were issued. On August 5, 2015, we completed the acquisition of National Hickman (“Hickman”), a leading supplier of doorkits (similar to fully finished prehung door units) and other millwork in the United Kingdom. We acquired 100% of the equity interests in Hickman for consideration of approximately $82 million , net of cash acquired. Hickman is based in Wolverhampton, England, and Glenrothes, Scotland, and their leadership in providing doorkit solutions to the homebuilder market in the UK is a natural extension of our UK business. Hickman’s deployment of automation and product line leadership complements the strategies we are pursuing with our business. Due to the timing of the completion of the acquisition, the purchase price allocation was not complete as of the date the financial statements were issued. On July 31, 2015, we completed the sale of all of the capital stock of Premdor, S.A.S. ("Premdor"), Masonite’s French door business, to an investment fund managed by Perceva S.A.S., a Paris-based independent investment firm (the "Buyer"). Pursuant to a stock purchase agreement dated July 16, 2015, the Buyer acquired all of Masonite's French door manufacturing and distribution business, which had net sales of $127.5 million for the year ended December 28, 2014 , and over 680 employees, for nominal consideration. Masonite will continue to sell door facings to Premdor and will provide certain transition services to the business after the closing. On July 23, 2015, we completed the acquisition of Performance Doorset Solutions (“PDS”), a leading supplier of custom doors and millwork in the United Kingdom that specializes in non-standard product specifications, manufacturing both wood and composite solutions. We acquired 100% of the equity interests in PDS for consideration of approximately $15 million , net of cash acquired. PDS is based in Lancashire, UK, and is a producer of high quality niche product lines that complement our existing UK business. Due to the timing of the completion of the acquisition, the purchase price allocation was not complete as of the date the financial statements were issued. |
Business Overview and Signifi25
Business Overview and Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 28, 2015 | |
Accounting Policies [Abstract] | |
Adoption of Recent Accounting Pronouncements | In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs.” This ASU requires capitalized debt issuance costs to be presented as a reduction to the carrying value of debt instead of being classified as a deferred charge, as previously required. This ASU is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2015, and interim periods within those annual periods; early adoption is permitted and retroactive application is required. We have adopted this guidance as of June 28, 2015, and as a result have recast the December 28, 2014, condensed consolidated balance sheet to conform to the current period presentation. The adoption of this standard reduced previously-presented other assets, net, and long-term debt by $8.1 million each, based upon the balance of unamortized debt issuance costs relating to our senior unsecured notes recorded as of December 28, 2014. In April 2014, the FASB issued ASU 2014-08, "Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity," which amends the definition of a discontinued operation in ASC 205-20 and requires entities to provide additional disclosures about discontinued operations as well as disposal transactions that do not meet the discontinued operations criteria. The FASB issued the ASU to provide more decision-useful information and to make it more difficult for a disposal transaction to qualify as a discontinued operation. This ASU is effective for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods; early application is permitted. The adoption of this standard did not have a material impact on the presentation of our financial statements. Other Recent Accounting Pronouncements not yet Adopted In April 2015, the FASB issued ASU 2015-04, “Practical Expedient for the Measurement Date of an Employer’s Defined Benefit Obligation and Plan Assets.” This ASU provides a practical expedient option to entities that have defined benefit plans and have a fiscal year end that does not coincide with a calendar month end. This ASU allows an entity to elect to measure defined benefit plan assets and obligations using the calendar month-end that is closest to its fiscal year end. This ASU is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2015, and interim periods within those annual periods; early adoption is permitted. The adoption of this standard is not expected to have an impact on the presentation of our financial statements. In February 2015, the FASB issued ASU 2015-02, “Amendments to the Consolidation Analysis,” which amended ASC 810, “Consolidation.” This ASU modifies the evaluation of whether limited partnerships are variable interest entities (“VIEs”) and affects the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships. This ASU is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2015, and interim periods within those annual periods; early adoption is permitted. The adoption of this standard is not expected to have an impact on the presentation of our financial statements. In August 2014, the FASB issued ASU 2014-15, "Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern," which amended ASC 205-40, "Presentation of Financial Statements - Going Concern". This ASU requires management to perform interim and annual assessments of an entity's ability to continue as a going concern within one year of the date of issuance of the entity's financial statements and to provide related footnote disclosures. This ASU is effective for annual reporting periods ending after December 15, 2016, and interim periods thereafter; early adoption is permitted. We are in the process of evaluating this guidance to determine the impact it will have on our financial statements. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers," which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is 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 entity expects to be entitled in exchange for those goods or services. In July 2015, the FASB voted for a one year deferral of the effective date of ASU 2014-09 and the guidance will now be effective for annual and interim periods beginning on or after December 15, 2017; early application is not permitted. We are in the process of evaluating this guidance to determine the impact it will have on our financial statements. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Business Combinations [Abstract] | |
Aggregate consideration paid for acquisitions | The aggregate consideration paid for acquisitions during 2014 was as follows: (In thousands) Harring Acquisition Door-Stop Acquisition Total 2014 Acquisitions Accounts receivable $ 1,180 $ 2,648 $ 3,828 Inventory 443 2,665 3,108 Property, plant and equipment 1,167 4,303 5,470 Goodwill 1,951 20,359 22,310 Intangible assets — 28,776 28,776 Accounts payable and accrued expenses (731 ) (3,492 ) (4,223 ) Other assets and liabilities, net (109 ) (4,904 ) (5,013 ) Cash consideration, net of cash acquired $ 3,901 $ 50,355 $ 54,256 |
Pro forma information of acquisitions | Amounts of revenue and earnings included in the condensed consolidated statements of comprehensive income (loss) for Harring were not material for the three and six months ended June 28, 2015 . Three Months Ended Six Months Ended (In thousands) June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 Net sales $ 13,197 $ 11,865 $ 25,063 $ 16,874 Net income (loss) attributable to Masonite 1,538 786 2,664 1,440 Six Months Ended June 29, 2014 (In thousands, except per share amounts) Masonite Door-Stop Pro Forma Net sales $ 912,636 $ 6,659 $ 919,295 Net income (loss) attributable to Masonite (11,006 ) 624 (10,382 ) Basic earnings (loss) per common share $ (0.37 ) $ (0.35 ) Diluted earnings (loss) per common share $ (0.37 ) $ (0.35 ) In the table above, amounts under the Door-Stop heading reflect pro forma results for the period prior to acquisition through the acquisition date of February 24, 2014. All actual results from Door-Stop subsequent to the acquisition date are reflected under the Masonite heading above. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in carrying amount of goodwill | Changes in the carrying amount of goodwill were as follows as of the dates indicated: (In thousands) North America Segment Europe, Asia and Latin America Segment Total December 28, 2014 $ 79,818 $ 19,381 $ 99,199 Foreign exchange fluctuations (186 ) 204 18 June 28, 2015 $ 79,632 $ 19,585 $ 99,217 |
Cost and accumulated amortized values of intangible assets | The cost and accumulated amortization values of our intangible assets were as follows for the periods indicated: June 28, 2015 (In thousands) Cost Accumulated Amortization Translation Adjustment Net Book Value Definite life intangible assets: Customer relationships $ 107,381 $ (39,067 ) $ (2,233 ) $ 66,081 Patents 29,417 (15,987 ) (579 ) 12,851 Software 29,424 (21,214 ) (42 ) 8,168 Other 9,457 (7,132 ) (1,441 ) 884 175,679 (83,400 ) (4,295 ) 87,984 Indefinite life intangible assets: Trademarks and tradenames 111,053 — (6,185 ) 104,868 Total intangible assets $ 286,732 $ (83,400 ) $ (10,480 ) $ 192,852 December 28, 2014 (In thousands) Cost Accumulated Amortization Translation Adjustment Net Book Value Definite life intangible assets: Customer relationships $ 107,381 $ (33,181 ) $ (2,360 ) $ 71,840 Patents 28,630 (14,696 ) (308 ) 13,626 Software 28,832 (19,322 ) 63 9,573 Other 9,457 (6,810 ) (1,426 ) 1,221 174,300 (74,009 ) (4,031 ) 96,260 Indefinite life intangible assets: Trademarks and tradenames 111,053 — (3,941 ) 107,112 Total intangible assets $ 285,353 $ (74,009 ) $ (7,972 ) $ 203,372 |
Estimated future amortization of intangible assets with definite lives | The estimated future amortization of intangible assets with definite lives as of June 28, 2015 , is as follows: (In thousands) Fiscal year: 2015 (remaining six months) $ 9,533 2016 17,568 2017 15,433 2018 12,048 2019 11,664 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | The amounts of inventory on hand were as follows as of the dates indicated: (In thousands) June 28, December 28, Raw materials $ 174,713 $ 159,763 Finished goods 75,441 69,517 Provision for obsolete or aged inventory (6,640 ) (6,548 ) Inventories, net $ 243,514 $ 222,732 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Property, Plant and Equipment [Abstract] | |
Amounts of property, plant, and equipment | The carrying amounts of our property, plant and equipment and accumulated depreciation were as follows as of the dates indicated: (In thousands) June 28, December 28, Land $ 43,418 $ 44,971 Buildings 166,778 170,344 Machinery and equipment 530,448 530,599 Property, plant and equipment, gross 740,644 745,914 Accumulated depreciation (186,979 ) (169,680 ) Property, plant and equipment, net $ 553,665 $ 576,234 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | (In thousands) June 28, December 28, 5.625% senior unsecured notes due 2023 $ 475,000 $ — Debt issuance costs for 2023 Notes (6,827 ) — 8.25% senior unsecured notes due 2021 — 500,000 Unamortized premium on 2021 Notes — 11,920 Debt issuance costs for 2021 Notes — (8,135 ) Total long-term debt $ 468,173 $ 503,785 |
Share Based Compensation Plans
Share Based Compensation Plans (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock appreciation rights award activity | Six months ended June 28, 2015 Stock Appreciation Rights Aggregate Intrinsic Value (in thousands) Weighted Average Exercise Price Average Remaining Contractual Life (Years) Outstanding, beginning of period 1,231,468 $ 48,516 $ 19.59 5.9 Exercised (308,770 ) 15,205 16.82 Cancelled (4,584 ) 32.26 Outstanding, end of period 918,114 $ 46,400 $ 20.26 5.5 Exercisable, end of period 697,577 $ 37,727 $ 16.72 4.8 Six months ended June 29, 2014 Stock Appreciation Rights Aggregate Intrinsic Value (in thousands) Weighted Average Exercise Price Average Remaining Contractual Life (Years) Outstanding, beginning of period 1,812,658 $ 59,525 $ 18.16 6.4 Exercised (262,074 ) 10,758 14.48 Cancelled (23,172 ) 34.51 Outstanding, end of period 1,527,412 $ 55,850 $ 18.49 6.1 Exercisable, end of period 1,183,138 $ 46,595 $ 15.68 5.5 |
Restricted stock units award activity | Six Months Ended June 28, 2015 June 29, 2014 Total Restricted Stock Units Outstanding Weighted Average Grant Date Fair Value Total Restricted Stock Units Outstanding Weighted Average Grant Date Fair Value Outstanding, beginning of period 543,373 $ 34.56 618,963 $ 22.09 Granted 192,653 61.38 193,940 54.65 Delivered (70,557 ) (94,009 ) Withheld to cover (1) (9,128 ) (21,159 ) Cancelled (49,482 ) (1,709 ) Outstanding, end of period 606,859 $ 42.75 696,026 $ 30.60 ____________ (1) A portion of the vested RSUs delivered were net share settled to cover the minimum statutory requirements for income and other employment taxes, at the individual participant’s election. We remit the equivalent cash to the appropriate taxing authorities. These net share settlements had the effect of share repurchases by us as we reduced and retired the number of shares that would have otherwise been issued as a result of the vesting. |
Schedule of Stockholders' Equity Note, Warrants or Rights | Activity relating to the warrants was as followed for the periods presented: Three Months Ended June 28, 2015 June 29, 2014 2016 Warrants 2014 Warrants 2016 Warrants Total Warrants Outstanding, beginning of period 2,500,001 2,453,653 2,500,001 4,953,654 Exercised — (2,409,465 ) — (2,409,465 ) Forfeited — (44,188 ) — (44,188 ) Outstanding, end of period 2,500,001 — 2,500,001 2,500,001 Cash received for exercise (in thousands) $ — $ 263 $ — $ 263 Common shares issued — 180,489 — 180,489 Six Months Ended June 28, 2015 June 29, 2014 2016 Warrants 2014 Warrants 2016 Warrants Total Warrants Outstanding, beginning of period 2,500,001 3,333,334 2,500,001 5,833,335 Exercised — (3,289,146 ) — (3,289,146 ) Forfeited — (44,188 ) — (44,188 ) Outstanding, end of period 2,500,001 — 2,500,001 2,500,001 Cash received for exercise (in thousands) $ — $ 263 $ — $ 263 Common shares issued — 279,228 — 279,228 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Minimum payments under non-cancelable operating leases and service agreements | Minimum payments, for the following future periods, under non-cancelable operating leases and service agreements with initial or remaining terms of one year or more consist of the following: (In thousands) Fiscal year: 2015 (remaining six months) $ 9,057 2016 15,528 2017 13,206 2018 12,074 2019 11,274 Thereafter 67,613 Total future minimum lease payments $ 128,752 |
Restructuring Costs (Tables)
Restructuring Costs (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Restructuring and Related Activities [Abstract] | |
Total restructuring costs by plan | The following table summarizes the restructuring charges recorded for the periods indicated: Three Months Ended June 28, 2015 June 29, 2014 (In thousands) North America Europe, Asia and Latin America Total North America Europe, Asia and Latin America Africa Total 2015 Plan $ 519 $ 415 $ 934 $ — $ — $ — $ — 2013 Plan 2 52 54 348 35 6 389 2012 and Prior Plans — — — 22 149 — 171 Total Restructuring Costs $ 521 $ 467 $ 988 $ 370 $ 184 $ 6 $ 560 Six Months Ended June 28, 2015 June 29, 2014 (In thousands) North America Europe, Asia and Latin America Total North America Europe, Asia and Latin America Africa Total 2015 Plan $ 1,143 $ 2,102 $ 3,245 $ — $ — $ — $ — 2013 Plan 6 93 99 363 709 6 1,078 2012 and Prior Plans — — — 39 164 — 203 Total Restructuring Costs $ 1,149 $ 2,195 $ 3,344 $ 402 $ 873 $ 6 $ 1,281 Cumulative Amount Incurred Through June 28, 2015 (In thousands) North America Europe, Asia and Latin America Africa Total 2015 Plan $ 1,143 $ 2,102 $ — $ 3,245 2014 Plan — 9,503 — 9,503 2013 Plan 2,955 3,757 1,149 7,861 2012 and Prior Plans 10,396 20,202 — 30,598 Total Restructuring Costs $ 14,494 $ 35,564 $ 1,149 $ 51,207 |
Schedule of restructuring reserve by type of cost | The changes in the accrual for restructuring by activity were as follows for the periods indicated: (In thousands) December 28, Severance Closure Costs Cash Payments June 28, 2015 Plan $ — $ 1,911 $ 1,334 $ 2,485 $ 760 2014 Plan 839 — — 319 520 2013 Plan 341 — 99 118 322 2012 and Prior Plans 1,153 — — 326 827 Total $ 2,333 $ 1,911 $ 1,433 $ 3,248 $ 2,429 (In thousands) December 29, Severance Closure Costs Cash Payments June 29, 2013 Plan $ 2,348 $ 67 $ 1,011 $ 3,070 $ 356 2012 and Prior Plans 2,061 141 62 450 1,814 Total $ 4,409 $ 208 $ 1,073 $ 3,520 $ 2,170 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Income Tax Disclosure [Abstract] | |
Income tax expense (benefit) for income taxes | Income tax expense (benefit) for income taxes consists of the following: Three Months Ended Six Months Ended (In thousands) June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 Current $ 2,238 $ 1,311 $ 3,737 $ 2,380 Deferred 12,775 68 14,540 (982 ) Income tax expense (benefit) $ 15,013 $ 1,379 $ 18,277 $ 1,398 |
Supplemental Cash Flow Inform35
Supplemental Cash Flow Information (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash and non-cash transactions | Certain cash and non-cash transactions were as follows for the periods indicated: Six Months Ended (In thousands) June 28, 2015 June 29, 2014 Transactions involving cash: Interest paid $ 19,951 $ 20,837 Interest received 340 317 Income taxes paid 3,538 3,107 Income tax refunds 9 455 Non-cash transactions: Property, plant and equipment additions in accounts payable 3,864 6,240 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Certain information with respect to geographic segments is as follows for the periods indicated: (In thousands) Three Months Ended June 28, 2015 (In thousands) North America Europe, Asia and Latin America Africa Total Sales $ 376,336 $ 94,246 $ 12,641 $ 483,223 Intersegment sales (92 ) (6,703 ) — (6,795 ) Net sales to external customers $ 376,244 $ 87,543 $ 12,641 $ 476,428 Adjusted EBITDA $ 48,146 $ 11,359 $ (448 ) $ 59,057 (In thousands) Three Months Ended June 29, 2014 (In thousands) North America Europe, Asia and Latin America Africa Total Sales $ 372,875 $ 110,715 $ 13,971 $ 497,561 Intersegment sales (190 ) (7,195 ) — (7,385 ) Net sales to external customers $ 372,685 $ 103,520 $ 13,971 $ 490,176 Adjusted EBITDA $ 39,685 $ 5,028 $ (663 ) $ 44,050 (In thousands) Six Months Ended June 28, 2015 (In thousands) North America Europe, Asia and Latin America Africa Total Sales $ 712,624 $ 187,262 $ 23,921 $ 923,807 Intersegment sales (424 ) (12,490 ) — (12,914 ) Net sales to external customers $ 712,200 $ 174,772 $ 23,921 $ 910,893 Adjusted EBITDA $ 77,784 $ 20,130 $ (1,069 ) $ 96,845 (In thousands) Six Months Ended June 29, 2014 (In thousands) North America Europe, Asia and Latin America Africa Total Sales $ 687,642 $ 211,279 $ 27,363 $ 926,284 Intersegment sales (516 ) (13,132 ) — (13,648 ) Net sales to external customers $ 687,126 $ 198,147 $ 27,363 $ 912,636 Adjusted EBITDA $ 55,688 $ 8,062 $ 18 $ 63,768 |
Reconciliation of consolidated Adjusted EBITDA to net income (loss) attributable to Masonite | A reconciliation of our consolidated Adjusted EBITDA to net income (loss) attributable to Masonite is set forth as follows for the periods indicated: Three Months Ended Six Months Ended (In thousands) June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 Adjusted EBITDA $ 59,057 $ 44,050 $ 96,845 $ 63,768 Less (plus): Depreciation 14,410 14,536 29,716 29,982 Amortization 4,975 5,593 9,986 11,284 Share based compensation expense 3,106 2,797 5,485 5,080 Loss (gain) on disposal of property, plant and equipment 350 1,036 294 2,123 Restructuring costs 988 560 3,344 1,281 Interest expense (income), net 6,787 10,594 18,540 20,587 Loss on extinguishment of debt — — 28,046 — Other expense (income), net (635 ) 1,306 (1,819 ) 1,487 Income tax expense (benefit) 15,013 1,379 18,277 1,398 Loss (income) from discontinued operations, net of tax 240 170 469 312 Net income (loss) attributable to non-controlling interest 381 499 2,117 1,240 Net income (loss) attributable to Masonite $ 13,442 $ 5,580 $ (17,610 ) $ (11,006 ) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | (In thousands, except share and per share information) Three Months Ended Six Months Ended June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 Net income (loss) attributable to Masonite $ 13,442 $ 5,580 $ (17,610 ) $ (11,006 ) Income (loss) from discontinued operations, net of tax (240 ) (170 ) (469 ) (312 ) Income (loss) from continuing operations attributable to Masonite $ 13,682 $ 5,750 $ (17,141 ) $ (10,694 ) Shares used in computing basic earnings per share 30,244,869 29,511,693 30,151,182 29,350,936 Effect of dilutive securities: Incremental shares issuable under share compensation plans and warrants 1,448,955 1,336,940 — — Shares used in computing diluted earnings per share 31,693,824 30,848,633 30,151,182 29,350,936 Basic earnings (loss) per common share attributable to Masonite: Continuing operations attributable to Masonite $ 0.45 $ 0.20 $ (0.57 ) $ (0.36 ) Discontinued operations attributable to Masonite, net of tax (0.01 ) (0.01 ) (0.01 ) (0.01 ) Total Basic earnings per common share attributable to Masonite $ 0.44 $ 0.19 $ (0.58 ) $ (0.37 ) Diluted earnings (loss) per common share attributable to Masonite: Continuing operations attributable to Masonite $ 0.43 $ 0.19 $ (0.57 ) $ (0.36 ) Discontinued operations attributable to Masonite, net of tax (0.01 ) (0.01 ) (0.01 ) (0.01 ) Total Diluted earnings per common share attributable to Masonite $ 0.42 $ 0.18 $ (0.58 ) $ (0.37 ) Incremental shares issuable from anti-dilutive instruments excluded from diluted earnings per common share: Warrants — — 2,500,001 2,500,001 Stock appreciation rights — — 420,137 733,722 Restricted stock units — — 415,113 512,012 |
Other Comprehensive Income an38
Other Comprehensive Income and Accumulated Other Comprehensive Income (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Equity [Abstract] | |
Schedule of components of accumulated other comprehensive income (loss) | A rollforward of the components of accumulated other comprehensive income (loss) is as follows for the periods indicated: Three Months Ended Six Months Ended (In thousands) June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 Accumulated foreign exchange gains (losses), beginning of period $ (91,928 ) $ (15,811 ) $ (57,473 ) $ (8,797 ) Foreign exchange gain (loss) 9,204 7,354 (25,936 ) (131 ) Income tax benefit (expense) on foreign exchange gain (loss) — (619 ) — (619 ) Less: foreign exchange gain (loss) attributable to non-controlling interest 115 363 (570 ) (108 ) Accumulated foreign exchange gains (losses), end of period (82,839 ) (9,439 ) (82,839 ) (9,439 ) Accumulated amortization of actuarial net losses, beginning of period 2,023 1,890 1,890 1,890 Amortization of actuarial net losses 220 — 440 — Income tax benefit (expense) on amortization of actuarial net losses (87 ) — (174 ) — Accumulated amortization of actuarial net losses, end of period 2,156 1,890 2,156 1,890 Accumulated pension and other post-retirement adjustments (20,676 ) (12,694 ) (20,676 ) (12,694 ) Accumulated other comprehensive income (loss) $ (101,359 ) $ (20,243 ) $ (101,359 ) $ (20,243 ) Other comprehensive income (loss), net of tax: $ 9,337 $ 6,735 $ (25,670 ) $ (750 ) Less: other comprehensive income (loss) attributable to non-controlling interest 115 363 (570 ) (108 ) Other comprehensive income (loss) attributable to Masonite $ 9,222 $ 6,372 $ (25,100 ) $ (642 ) |
Variable Interest Entity (Table
Variable Interest Entity (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidated results of the VIE | Our net cumulative investment in the VIE was comprised of the following as of the dates indicated: (In thousands) June 28, December 28, Current assets $ 12,341 $ 8,346 Property, plant and equipment, net 16,695 17,788 Long-term deferred income taxes 11,086 12,321 Other assets, net 1,923 2,234 Current liabilities (2,224 ) (2,496 ) Other long-term liabilities (4,155 ) (4,479 ) Non-controlling interest (6,375 ) (7,785 ) Net assets of the VIE consolidated by Masonite $ 29,291 $ 25,929 |
Business Overview and Signifi40
Business Overview and Significant Accounting Policies (Details) $ in Thousands | Jun. 28, 2015USD ($)Countryfacility | Dec. 28, 2014USD ($) |
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Other assets, net | $ 17,205 | $ 16,744 |
Long-term debt | $ 468,173 | 503,785 |
Manufacturing locations | facility | 62 | |
Number of countries | Country | 10 | |
New Accounting Pronouncement, Early Adoption, Effect | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Other assets, net | 8,100 | |
Long-term debt | $ 8,135 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - USD ($) $ in Thousands | Dec. 01, 2014 | Feb. 24, 2014 | Jun. 28, 2015 | Jun. 29, 2014 |
Business Acquisition [Line Items] | ||||
Cash consideration, net of cash acquired | $ 0 | $ 50,355 | ||
Harring Doors | ||||
Business Acquisition [Line Items] | ||||
Cash consideration, net of cash acquired | $ 3,901 | |||
Acquired equity interests, percent | 100.00% | |||
Goodwill | $ 1,951 | |||
Gross contractual value of acquired trade receivables | $ 1,200 | |||
Door-Stop | ||||
Business Acquisition [Line Items] | ||||
Cash consideration, net of cash acquired | $ 50,355 | |||
Acquired equity interests, percent | 100.00% | |||
Goodwill | $ 20,359 | |||
Gross contractual value of acquired trade receivables | $ 2,800 | |||
Customer Relationships | Door-Stop | ||||
Business Acquisition [Line Items] | ||||
Amortization period for acquired customer relationships | 9 years 10 months 29 days |
Acquisitions (Aggregate Conside
Acquisitions (Aggregate Consideration) (Details) - USD ($) $ in Thousands | Dec. 01, 2014 | Feb. 24, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | Dec. 28, 2014 |
Business Acquisition [Line Items] | |||||
Cash consideration, net of cash acquired | $ 0 | $ 50,355 | |||
Harring Doors | |||||
Business Acquisition [Line Items] | |||||
Accounts receivable | $ 1,180 | ||||
Inventory | 443 | ||||
Property, plant and equipment | 1,167 | ||||
Goodwill | 1,951 | ||||
Intangible assets | 0 | ||||
Accounts payable and accrued expenses | (731) | ||||
Other assets and liabilities, net | (109) | ||||
Cash consideration, net of cash acquired | $ 3,901 | ||||
Door-Stop | |||||
Business Acquisition [Line Items] | |||||
Accounts receivable | $ 2,648 | ||||
Inventory | 2,665 | ||||
Property, plant and equipment | 4,303 | ||||
Goodwill | 20,359 | ||||
Intangible assets | 28,776 | ||||
Accounts payable and accrued expenses | (3,492) | ||||
Other assets and liabilities, net | (4,904) | ||||
Cash consideration, net of cash acquired | $ 50,355 | ||||
Business Acquisitions 2014 | |||||
Business Acquisition [Line Items] | |||||
Accounts receivable | $ 3,828 | ||||
Inventory | 3,108 | ||||
Property, plant and equipment | 5,470 | ||||
Goodwill | 22,310 | ||||
Intangible assets | 28,776 | ||||
Accounts payable and accrued expenses | (4,223) | ||||
Other assets and liabilities, net | (5,013) | ||||
Cash consideration, net of cash acquired | $ 54,256 |
Acquisitions Revenues and Earni
Acquisitions Revenues and Earnings (Details) - Door-Stop - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Business Acquisition [Line Items] | ||||
Net Sales | $ 13,197 | $ 11,865 | $ 25,063 | $ 16,874 |
Net income (loss) attributable to Masonite | $ 1,538 | $ 786 | $ 2,664 | $ 1,440 |
Acquisitions (Pro Forma Informa
Acquisitions (Pro Forma Information) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Business Acquisition, Pro Forma Information [Line Items] | ||||
Net sales | $ 476,428 | $ 490,176 | $ 910,893 | $ 912,636 |
Pro forma revenue | 919,295 | |||
Net income (loss) attributable to Masonite | $ 13,442 | $ 5,580 | $ (17,610) | (11,006) |
Pro forma net income (loss) attributable to Masonite | $ (10,382) | |||
Basic earnings per common share attributable to Masonite (in dollars per share) | $ 0.44 | $ 0.19 | $ (0.58) | $ (0.37) |
Pro forma earnings per share, basic (in dollars per share) | (0.35) | |||
Diluted earnings per common share attributable to Masonite (in dollars per share) | $ 0.42 | $ 0.18 | $ (0.58) | (0.37) |
Pro forma earnings per share, diluted (in dollars per share) | $ (0.35) | |||
Door-Stop | ||||
Business Acquisition, Pro Forma Information [Line Items] | ||||
Pro forma revenue | $ 6,659 | |||
Pro forma net income (loss) attributable to Masonite | $ 624 |
Goodwill and Intangible Asset45
Goodwill and Intangible Assets (Schedule of Goodwill) (Details) $ in Thousands | 6 Months Ended |
Jun. 28, 2015USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning | $ 99,199 |
Goodwill, ending | 99,217 |
North America | |
Goodwill [Roll Forward] | |
Goodwill, beginning | 79,818 |
Foreign exchange fluctuations | (186) |
Goodwill, ending | 79,632 |
Europe, Asia and Latin America | |
Goodwill [Roll Forward] | |
Goodwill, beginning | 19,381 |
Foreign exchange fluctuations | 204 |
Goodwill, ending | 19,585 |
Operating Segments | |
Goodwill [Roll Forward] | |
Goodwill, beginning | 99,199 |
Foreign exchange fluctuations | 18 |
Goodwill, ending | $ 99,217 |
Goodwill and Intangible Asset46
Goodwill and Intangible Assets (Cost and Accumulated Amortized Values) (Details) - USD ($) $ in Thousands | Jun. 28, 2015 | Dec. 28, 2014 |
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | $ 175,679 | $ 174,300 |
Finite-lived intangible assets, accumulated amortization | (83,400) | (74,009) |
Finite-lived intangible assets, translation adjustment | (4,295) | (4,031) |
Finite-lived intangible assets, net | 87,984 | 96,260 |
Total intangible assets, gross | 286,732 | 285,353 |
Total intangible assets, translation adjustment | (10,480) | (7,972) |
Total intangible assets, net | 192,852 | 203,372 |
Customer Relationships | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | 107,381 | 107,381 |
Finite-lived intangible assets, accumulated amortization | (39,067) | (33,181) |
Finite-lived intangible assets, translation adjustment | (2,233) | (2,360) |
Finite-lived intangible assets, net | 66,081 | 71,840 |
Patents | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | 29,417 | 28,630 |
Finite-lived intangible assets, accumulated amortization | (15,987) | (14,696) |
Finite-lived intangible assets, translation adjustment | (579) | (308) |
Finite-lived intangible assets, net | 12,851 | 13,626 |
Software | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | 29,424 | 28,832 |
Finite-lived intangible assets, accumulated amortization | (21,214) | (19,322) |
Finite-lived intangible assets, translation adjustment | (42) | 63 |
Finite-lived intangible assets, net | 8,168 | 9,573 |
Other | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | 9,457 | 9,457 |
Finite-lived intangible assets, accumulated amortization | (7,132) | (6,810) |
Finite-lived intangible assets, translation adjustment | (1,441) | (1,426) |
Finite-lived intangible assets, net | 884 | 1,221 |
Trademarks and Trade Names | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets, gross | 111,053 | 111,053 |
Indefinite-lived intangible assets, net | 104,868 | 107,112 |
Total intangible assets, translation adjustment | $ (6,185) | $ (3,941) |
Goodwill and Intangible Asset47
Goodwill and Intangible Assets (Estimated Future Amortization of Intangible Assets) (Details) $ in Thousands | Jun. 28, 2015USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2015 (remaining six months) | $ 9,533 |
2,016 | 17,568 |
2,017 | 15,433 |
2,018 | 12,048 |
2,019 | $ 11,664 |
Goodwill and Intangible Asset48
Goodwill and Intangible Assets (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 4.7 | $ 5.3 | $ 9.4 | $ 9.7 |
Accounts Receivable (Details)
Accounts Receivable (Details) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 28, 2015USD ($) | Dec. 28, 2014USD ($)Customer | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Allowance for doubtful accounts | $ | $ 1.9 | $ 2.6 |
Accounts Receivable | Customer Concentration Risk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Concentration risk, customers | 10 | |
Concentration risk, percent | 50.60% | 48.80% |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 28, 2015 | Dec. 28, 2014 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 174,713 | $ 159,763 |
Finished goods | 75,441 | 69,517 |
Provision for obsolete or aged inventory | (6,640) | (6,548) |
Inventories, net | $ 243,514 | $ 222,732 |
Property, Plant and Equipment51
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Jun. 28, 2015 | Dec. 28, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 740,644 | $ 745,914 |
Accumulated depreciation | (186,979) | (169,680) |
Property, plant and equipment, net | 553,665 | 576,234 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 43,418 | 44,971 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 166,778 | 170,344 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 530,448 | $ 530,599 |
Property, Plant and Equipment52
Property, Plant and Equipment (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation | $ 14,410 | $ 14,536 | $ 29,716 | $ 29,982 |
Africa | ||||
Property, Plant and Equipment [Line Items] | ||||
Business interruption insurance proceeds | $ 1,200 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | Mar. 23, 2015 | Jan. 21, 2014 | Mar. 09, 2012 | Apr. 15, 2011 | Jun. 28, 2015 | Dec. 28, 2014 |
Debt Instrument [Line Items] | ||||||
Total long-term debt | $ 468,173 | $ 503,785 | ||||
Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance cost | $ (2,000) | $ (9,500) | ||||
Debt issuance costs for 2021 Notes | $ 10,900 | |||||
Senior Notes | Senior Notes Due 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 475,000 | 0 | ||||
Debt issuance cost | $ (7,100) | (6,827) | 0 | |||
Senior Notes | Senior Notes Due 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 0 | 500,000 | ||||
Debt issuance cost | $ (1,900) | 0 | (8,135) | |||
Debt issuance costs for 2021 Notes | $ 3,500 | $ 0 | $ 11,920 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) $ / shares in Units, $ in Thousands | Apr. 09, 2015USD ($) | Mar. 23, 2015USD ($) | Jan. 21, 2014USD ($) | Mar. 09, 2012USD ($) | Jan. 01, 2012USD ($)$ / shares | Apr. 15, 2011USD ($) | Jun. 28, 2015USD ($) | Jun. 29, 2014USD ($) | Jun. 28, 2015USD ($)company | Jun. 29, 2014USD ($) | Dec. 28, 2014USD ($) | May. 31, 2011USD ($) |
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of long-term debt | $ 475,000 | $ 138,688 | ||||||||||
Return of capital to shareholders | $ 124,900 | |||||||||||
Dividends, per share, cash paid | $ / shares | $ 4.54 | |||||||||||
Number of businesses acquired | company | 8 | |||||||||||
Aggregate consideration | $ 297,500 | |||||||||||
Loss on extinguishment of debt | $ 0 | $ 0 | (28,046) | 0 | ||||||||
Senior Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of long-term debt | $ 101,500 | $ 265,500 | ||||||||||
Transaction issuance cost | 2,000 | 9,500 | ||||||||||
Issuance price, percentage | 108.75% | |||||||||||
Unamortized premium on Senior Notes | $ (10,900) | |||||||||||
Senior Notes | Senior Notes Due 2021, Redemption | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Transaction issuance cost | $ 7,800 | |||||||||||
Unamortized premium on Senior Notes | (11,500) | |||||||||||
Redemption premium | 31,700 | |||||||||||
Loss on extinguishment of debt | (28,000) | |||||||||||
Senior Notes | Senior Notes Due 2021 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest expense | $ 10,100 | $ 19,600 | ||||||||||
Debt Instrument, Face Amount | 125,000 | $ 100,000 | $ 275,000 | $ 500,000 | ||||||||
Interest rate stated percentage | 8.25% | |||||||||||
Proceeds from issuance of long-term debt | 136,800 | |||||||||||
Transaction issuance cost | $ 1,900 | 0 | $ 8,135 | |||||||||
Issuance price, percentage | 103.50% | |||||||||||
Unamortized premium on Senior Notes | $ (3,500) | $ 0 | $ 0 | (11,920) | ||||||||
Senior Notes | Senior Notes Due 2023 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Face Amount | 475,000 | |||||||||||
Interest rate stated percentage | 5.625% | 5.625% | ||||||||||
Proceeds from issuance of long-term debt | $ 467,900 | |||||||||||
Transaction issuance cost | $ 7,100 | $ 6,827 | 0 | |||||||||
Senior Notes | Senior Notes Due 2023 | Debt Instrument, Redemption, Period One | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption price, percentage | 100.00% | |||||||||||
Redemption price, premium, percentage | 1.00% | |||||||||||
Senior Notes | Senior Notes Due 2023 | Debt Instrument, Redemption, Period Two | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption price, premium, percentage | 0.50% | |||||||||||
Senior Notes | Senior Notes Due 2023 | Debt Instrument, Redemption, Period Three | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Redemption price, percentage | 101.00% | |||||||||||
Senior Notes | Senior Notes Due 2021 and 2023 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest expense | $ 6,700 | $ 17,800 | ||||||||||
Revolving Credit Facility | ABL Facility 2020 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum borrowing capacity | $ 150,000 | |||||||||||
Maximum pro forma secured leverage ratio | 4.5 | |||||||||||
Line of credit, amount outstanding | $ 0 | $ 0 | $ 0 | |||||||||
Revolving Credit Facility | ABL Facility 2016 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum borrowing capacity | $ 125,000 | |||||||||||
Minimum | Revolving Credit Facility | ABL Facility 2020 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Unutilized commitment fee percentage | 0.25% | |||||||||||
Minimum | Revolving Credit Facility | ABL Facility 2020 | Base Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.25% | |||||||||||
Minimum | Revolving Credit Facility | ABL Facility 2020 | Eurodollar Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.25% | |||||||||||
Maximum | Revolving Credit Facility | ABL Facility 2020 | Base Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.75% | |||||||||||
Maximum | Revolving Credit Facility | ABL Facility 2020 | Eurodollar Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.75% |
Share Based Compensation Plan55
Share Based Compensation Plans Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 21, 2013 | Jul. 12, 2012 | Jan. 01, 2012 | Jun. 28, 2015 | Mar. 29, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | Dec. 28, 2014 | Mar. 30, 2014 | Dec. 29, 2013 | Jun. 09, 2012 | Jun. 09, 2009 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Share-based compensation | $ 3,106 | $ 2,797 | $ 5,485 | $ 5,080 | |||||||||
Share based compensation unrecognized | 16,500 | $ 16,500 | |||||||||||
Weighted average remaining requisite service period | 2 years 3 months 20 days | ||||||||||||
Deferred compensation liability | $ 2,000 | $ 2,000 | |||||||||||
Dividends, per share, cash paid | $ 4.54 | ||||||||||||
Warrants issued | 2,500,001 | 2,500,001 | 4,953,654 | 5,833,335 | 5,833,335 | ||||||||
Exercise price of warrants | $ 50.77 | $ 55.31 | |||||||||||
Stock issued upon exercise of warrants | 180,489 | 279,228 | |||||||||||
Expiration June 2014 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Warrants issued | 0 | 0 | 2,453,653 | 3,333,334 | 3,333,334 | ||||||||
Stock issued upon exercise of warrants | 180,489 | 279,228 | |||||||||||
Expiration June 2016 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Warrants issued | 2,500,001 | 2,500,001 | 2,500,001 | 2,500,001 | 2,500,001 | 2,500,001 | 2,500,001 | 2,500,001 | 2,500,001 | ||||
Stock issued upon exercise of warrants | 0 | 0 | 0 | 0 | |||||||||
2009 Plan | Management | Common Stock | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Percentage ownership of common equity | 9.55% | ||||||||||||
Equity awards not to exceed | 3,554,811 | ||||||||||||
2009 Plan | Director | Common Stock | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Percentage ownership of common equity | 0.90% | ||||||||||||
Equity awards not to exceed | 335,004 | ||||||||||||
2012 Plan | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Plan term | 10 years | ||||||||||||
2012 Plan | Common Stock | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Equity awards not to exceed | 2,000,000 | 1,500,000 | |||||||||||
Additional increase to common shares issuable | 500,000 | ||||||||||||
Common stock available for future issuance | 1,824,500 | 1,824,500 | |||||||||||
Stock Appreciation Rights (SARs) | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Plan term | 10 years | ||||||||||||
Award vesting period | 4 years | ||||||||||||
Fair value of shares vested | $ 200 | $ 400 | $ 600 | ||||||||||
Restricted Stock Units (RSUs) | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Award vesting period | 3 years | ||||||||||||
Fair value of shares vested | $ 2,700 | ||||||||||||
RSUs granted, fair value | $ 11,800 | ||||||||||||
Vesting period | 1 year 256 days | ||||||||||||
Units vested | 79,685 | ||||||||||||
Service Requirement | Restricted Stock Units (RSUs) | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Vesting percentage | 50.00% | ||||||||||||
Service and Performance Requirements | Restricted Stock Units (RSUs) | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Vesting percentage | 50.00% |
Share Based Compensation Plan56
Share Based Compensation Plans (SARs) (Details) - Stock Appreciation Rights (SARs) - USD ($) $ / shares in Units, $ in Thousands | Mar. 29, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | Jun. 28, 2015 | Jun. 29, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||||
Outstanding, beginning of period, shares | 1,231,468 | 1,812,658 | |||
Exercised, shares | (308,770) | (262,074) | |||
Cancelled, shares | (4,584) | (23,172) | |||
Outstanding, end of period, shares | 1,231,468 | 1,812,658 | 918,114 | 1,527,412 | |
Exercisable, shares | 697,577 | 1,183,138 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Aggregate Intrinsic Value & Average Remaining Contractual Life [Abstract] | |||||
Outstanding, beginning of period, aggregate intrinsic value | $ 48,516 | $ 59,525 | |||
Exercised, aggregate intrinsic value | 15,205 | 10,758 | |||
Outstanding, end period, aggregate intrinsic value | $ 48,516 | $ 59,525 | 46,400 | 55,850 | |
Exercisable, aggregate intrinsic value | $ 37,727 | $ 46,595 | |||
SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2 | 5 years 6 months 3 days | 5 years 10 months 29 days | 6 years 4 months 26 days | 6 years 1 month 7 days | |
SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2 | 5 years 6 months 3 days | 5 years 10 months 29 days | 6 years 4 months 26 days | 6 years 1 month 7 days | |
Exercisable, weighted average remaining contractual term | 4 years 9 months 22 days | 5 years 6 months 3 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||||
Outstanding, beginning of period, weighted average exercise price | $ 19.59 | $ 18.16 | |||
Exercised, weighted average exercise price | 16.82 | 14.48 | |||
Forfeited, weighted average exercise price | 32.26 | 34.51 | |||
Outstanding, end of period, weighted average exercise price | $ 19.59 | $ 18.16 | 20.26 | 18.49 | |
Exercisable, weighted average exercise price | $ 16.72 | $ 15.68 |
Share Based Compensation Plan57
Share Based Compensation Plans (RSUs) (Details) - Restricted Stock Units (RSUs) - $ / shares | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Outstanding, beginning of period (shares) | 543,373 | 618,963 | |
Granted (shares) | 192,653 | 193,940 | |
Delivered (shares) | (70,557) | (94,009) | |
Withheld to cover (shares) | [1] | (9,128) | (21,159) |
Cancelled (shares) | (49,482) | (1,709) | |
Outstanding, end of period (shares) | 606,859 | 696,026 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Outstanding, beginning of period (weighted average grant date fair value) | $ 34.56 | $ 22.09 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | 61.38 | 54.65 | |
Outstanding, end of period (weighted average grant date fair value) | $ 42.75 | $ 30.60 | |
[1] | A portion of the vested RSUs delivered were net share settled to cover the minimum statutory requirements for income and other employment taxes, at the individual participant’s election. We remit the equivalent cash to the appropriate taxing authorities. These net share settlements had the effect of share repurchases by us as we reduced and retired the number of shares that would have otherwise been issued as a result of the vesting. |
Share Based Compensation Plan58
Share Based Compensation Plans Warrants (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 28, 2015 | Mar. 29, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | Dec. 28, 2014 | |
Class of Warrant or Right [Line Items] | ||||||
Outstanding, beginning of period | 4,953,654 | 5,833,335 | 5,833,335 | |||
Exercised | (2,409,465) | (3,289,146) | ||||
Forfeited | (44,188) | (44,188) | ||||
Outstanding, end of period | 2,500,001 | 2,500,001 | ||||
Cash received for exercise (in thousands) | $ 263 | |||||
Common shares issued | 180,489 | 279,228 | ||||
Expiration June 2016 | ||||||
Class of Warrant or Right [Line Items] | ||||||
Outstanding, beginning of period | 2,500,001 | 2,500,001 | 2,500,001 | 2,500,001 | 2,500,001 | 2,500,001 |
Exercised | 0 | 0 | 0 | 0 | ||
Forfeited | 0 | 0 | 0 | 0 | ||
Outstanding, end of period | 2,500,001 | 2,500,001 | 2,500,001 | 2,500,001 | 2,500,001 | 2,500,001 |
Cash received for exercise (in thousands) | $ 0 | $ 0 | ||||
Common shares issued | 0 | 0 | 0 | 0 | ||
Expiration June 2014 | ||||||
Class of Warrant or Right [Line Items] | ||||||
Outstanding, beginning of period | 2,453,653 | 3,333,334 | 3,333,334 | |||
Exercised | (2,409,465) | (3,289,146) | ||||
Forfeited | (44,188) | (44,188) | ||||
Outstanding, end of period | 0 | 0 | ||||
Cash received for exercise (in thousands) | $ 263 | |||||
Common shares issued | 180,489 | 279,228 |
Commitments and Contingencies59
Commitments and Contingencies (Details) $ in Thousands | Jun. 28, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2015 (remaining six months) | $ 9,057 |
2,016 | 15,528 |
2,017 | 13,206 |
2,018 | 12,074 |
2,019 | 11,274 |
Thereafter | 67,613 |
Total future minimum lease payments | $ 128,752 |
Commitments and Contingencies60
Commitments and Contingencies (Narrative) (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015USD ($) | Jun. 29, 2014USD ($) | Jun. 28, 2015USD ($)Lease_Option | Jun. 29, 2014USD ($) | |
Operating Leased Assets [Line Items] | ||||
Lease renewal term | 5 years | |||
Rent expense | $ | $ 6 | $ 5.8 | $ 11.7 | $ 12 |
Minimum | ||||
Operating Leased Assets [Line Items] | ||||
Lease renewal options | 0 | |||
Maximum | ||||
Operating Leased Assets [Line Items] | ||||
Lease renewal options | 3 |
Restructuring Costs (Restructur
Restructuring Costs (Restructuring Costs by Plan) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 988 | $ 560 | $ 3,344 | $ 1,281 |
Cumulative amount incurred to date | 51,207 | 51,207 | ||
North America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 521 | 370 | 1,149 | 402 |
Cumulative amount incurred to date | 14,494 | 14,494 | ||
Europe, Asia and Latin America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 467 | 184 | 2,195 | 873 |
Cumulative amount incurred to date | 35,564 | 35,564 | ||
Africa | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 6 | 6 | ||
Cumulative amount incurred to date | 1,149 | 1,149 | ||
2015 Plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 934 | 0 | 3,245 | 0 |
Cumulative amount incurred to date | 3,245 | 3,245 | ||
2015 Plan | North America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 519 | 0 | 1,143 | 0 |
Cumulative amount incurred to date | 1,143 | 1,143 | ||
2015 Plan | Europe, Asia and Latin America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 415 | 0 | 2,102 | 0 |
Cumulative amount incurred to date | 2,102 | 2,102 | ||
2015 Plan | Africa | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 0 | 0 | ||
Cumulative amount incurred to date | 0 | 0 | ||
2014 Plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cumulative amount incurred to date | 9,503 | 9,503 | ||
2014 Plan | North America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cumulative amount incurred to date | 0 | 0 | ||
2014 Plan | Europe, Asia and Latin America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cumulative amount incurred to date | 9,503 | 9,503 | ||
2014 Plan | Africa | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cumulative amount incurred to date | 0 | 0 | ||
2013 Plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 54 | 389 | 99 | 1,078 |
Cumulative amount incurred to date | 7,861 | 7,861 | ||
2013 Plan | North America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 2 | 348 | 6 | 363 |
Cumulative amount incurred to date | 2,955 | 2,955 | ||
2013 Plan | Europe, Asia and Latin America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 52 | 35 | 93 | 709 |
Cumulative amount incurred to date | 3,757 | 3,757 | ||
2013 Plan | Africa | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 6 | 6 | ||
Cumulative amount incurred to date | 1,149 | 1,149 | ||
2012 and Prior Plans | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 0 | 171 | 0 | 203 |
Cumulative amount incurred to date | 30,598 | 30,598 | ||
2012 and Prior Plans | North America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 0 | 22 | 0 | 39 |
Cumulative amount incurred to date | 10,396 | 10,396 | ||
2012 and Prior Plans | Europe, Asia and Latin America | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 0 | 149 | 0 | 164 |
Cumulative amount incurred to date | 20,202 | 20,202 | ||
2012 and Prior Plans | Africa | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 0 | $ 0 | ||
Cumulative amount incurred to date | $ 0 | $ 0 |
Restructuring Costs (Narrative)
Restructuring Costs (Narrative) (Details) $ in Millions | Jun. 28, 2015USD ($) |
2015 Plan | |
Restructuring Cost and Reserve [Line Items] | |
Additional restructuring cost expected to incur | $ 1 |
Restructuring Costs (Details)
Restructuring Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Restructuring Reserve [Roll Forward] | ||||
Restructuring reserve | $ 2,333 | $ 4,409 | ||
Restructuring Charges | $ 988 | $ 560 | 3,344 | 1,281 |
Payments | 3,248 | 3,520 | ||
Restructuring reserve | 2,429 | 2,170 | 2,429 | 2,170 |
Severance | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 1,911 | 208 | ||
Closure Costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 1,433 | 1,073 | ||
2015 Plan | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring reserve | 0 | |||
Restructuring Charges | 934 | 0 | 3,245 | 0 |
Payments | 2,485 | |||
Restructuring reserve | 760 | 760 | ||
2015 Plan | Severance | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 1,911 | |||
2015 Plan | Closure Costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 1,334 | |||
2014 Plan | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring reserve | 839 | |||
Payments | 319 | |||
Restructuring reserve | 520 | 520 | ||
2014 Plan | Severance | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 0 | |||
2014 Plan | Closure Costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 0 | |||
2013 Plan | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring reserve | 341 | 2,348 | ||
Restructuring Charges | 54 | 389 | 99 | 1,078 |
Payments | 118 | 3,070 | ||
Restructuring reserve | 322 | 356 | 322 | 356 |
2013 Plan | Severance | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 0 | 67 | ||
2013 Plan | Closure Costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 99 | 1,011 | ||
2012 and Prior Plans | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring reserve | 1,153 | 2,061 | ||
Restructuring Charges | 0 | 171 | 0 | 203 |
Payments | 326 | 450 | ||
Restructuring reserve | $ 827 | $ 1,814 | 827 | 1,814 |
2012 and Prior Plans | Severance | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 0 | 141 | ||
2012 and Prior Plans | Closure Costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | $ 0 | $ 62 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Current | $ 2,238 | $ 1,311 | $ 3,737 | $ 2,380 |
Deferred | 12,775 | 68 | 14,540 | (982) |
Income tax expense (benefit) | $ 15,013 | $ 1,379 | $ 18,277 | $ 1,398 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 28, 2015 | Dec. 28, 2014 | |
Income Tax Disclosure [Abstract] | ||
Canadian federal statutory rate | 26.60% | |
Deferred tax asset, valuation allowance | $ 47.2 | $ 35.8 |
Supplemental Cash Flow Inform66
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 28, 2015 | Jun. 29, 2014 | |
Transactions involving cash: | ||
Interest paid | $ 19,951 | $ 20,837 |
Interest received | 340 | 317 |
Income taxes paid | 3,538 | 3,107 |
Income tax refunds | 9 | 455 |
Non-cash transactions: | ||
Property, plant and equipment additions in accounts payable | $ 3,864 | $ 6,240 |
Segment Information (Geographic
Segment Information (Geographic Segments Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 476,428 | $ 490,176 | $ 910,893 | $ 912,636 |
Adjusted EBITDA | 59,057 | 44,050 | 96,845 | 63,768 |
Operating Segments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | 483,223 | 497,561 | 923,807 | 926,284 |
Intersegment Eliminations | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | (6,795) | (7,385) | (12,914) | (13,648) |
North America | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | 376,244 | 372,685 | 712,200 | 687,126 |
Adjusted EBITDA | 48,146 | 39,685 | 77,784 | 55,688 |
North America | Operating Segments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | 376,336 | 372,875 | 712,624 | 687,642 |
North America | Intersegment Eliminations | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | (92) | (190) | (424) | (516) |
Europe, Asia and Latin America | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | 87,543 | 103,520 | 174,772 | 198,147 |
Adjusted EBITDA | 11,359 | 5,028 | 20,130 | 8,062 |
Europe, Asia and Latin America | Operating Segments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | 94,246 | 110,715 | 187,262 | 211,279 |
Europe, Asia and Latin America | Intersegment Eliminations | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | (6,703) | (7,195) | (12,490) | (13,132) |
Africa | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | 12,641 | 13,971 | 23,921 | 27,363 |
Adjusted EBITDA | (448) | (663) | (1,069) | 18 |
Africa | Operating Segments | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | 12,641 | 13,971 | 23,921 | 27,363 |
Africa | Intersegment Eliminations | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 0 | $ 0 | $ 0 | $ 0 |
Segment Information (Reconcilia
Segment Information (Reconciliation of Consolidated Adjusted EBITDA to Net Income (Loss)) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Segment Reporting [Abstract] | ||||
Adjusted EBITDA | $ 59,057 | $ 44,050 | $ 96,845 | $ 63,768 |
Depreciation | 14,410 | 14,536 | 29,716 | 29,982 |
Amortization | 4,975 | 5,593 | 9,986 | 11,284 |
Share based compensation expense | 3,106 | 2,797 | 5,485 | 5,080 |
Loss (gain) on disposal of property, plant and equipment | 350 | 1,036 | 294 | 2,123 |
Restructuring costs | 988 | 560 | 3,344 | 1,281 |
Interest expense (income), net | 6,787 | 10,594 | 18,540 | 20,587 |
Loss on extinguishment of debt | 0 | 0 | 28,046 | 0 |
Other expense (income), net | (635) | 1,306 | (1,819) | 1,487 |
Income tax expense (benefit) | 15,013 | 1,379 | 18,277 | 1,398 |
Loss (income) from discontinued operations, net of tax | 240 | 170 | 469 | 312 |
Net income (loss) attributable to non-controlling interest | 381 | 499 | 2,117 | 1,240 |
Net income (loss) attributable to Masonite | $ 13,442 | $ 5,580 | $ (17,610) | $ (11,006) |
Fair Value of Financial Instr69
Fair Value of Financial Instruments (Details) - Senior Notes - Fair Value, Inputs, Level 2 - USD ($) $ in Millions | Jun. 28, 2015 | Dec. 28, 2014 |
Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Estimated fair value of senior notes | $ 476.9 | $ 524.4 |
Reported Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Estimated fair value of senior notes | $ 468.2 | $ 503.8 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Net income (loss) attributable to Masonite | $ 13,442 | $ 5,580 | $ (17,610) | $ (11,006) |
Income (loss) from discontinued operations, net of tax | (240) | (170) | (469) | (312) |
Income (loss) from continuing operations attributable to Masonite | $ 13,682 | $ 5,750 | $ (17,141) | $ (10,694) |
Effect of dilutive securities: | ||||
Shares used in computing basic earnings per share | 30,244,869 | 29,511,693 | 30,151,182 | 29,350,936 |
Incremental shares issuable under share compensation plans and warrants | 1,448,955 | 1,336,940 | 0 | 0 |
Shares used in computing diluted earnings per share | 31,693,824 | 30,848,633 | 30,151,182 | 29,350,936 |
Basic earnings (loss) per common share attributable to Masonite: | ||||
Continuing operations attributable to Masonite | $ 0.45 | $ 0.20 | $ (0.57) | $ (0.36) |
Discontinued operations attributable to Masonite, net of tax | (0.01) | (0.01) | (0.01) | (0.01) |
Total Basic earnings per common share attributable to Masonite | 0.44 | 0.19 | (0.58) | (0.37) |
Continuing operations attributable to Masonite | 0.43 | 0.19 | (0.57) | (0.36) |
Discontinued operations attributable to Masonite, net of tax | (0.01) | (0.01) | (0.01) | (0.01) |
Total Diluted earnings per common share attributable to Masonite | $ 0.42 | $ 0.18 | $ (0.58) | $ (0.37) |
Warrants | ||||
Incremental shares issuable from anti-dilutive instruments excluded from diluted earnings per common share: | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 0 | 0 | 2,500,001 | 2,500,001 |
Stock appreciation rights | ||||
Incremental shares issuable from anti-dilutive instruments excluded from diluted earnings per common share: | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 0 | 0 | 420,137 | 733,722 |
Restricted stock units | ||||
Incremental shares issuable from anti-dilutive instruments excluded from diluted earnings per common share: | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 0 | 0 | 415,113 | 512,012 |
Other Comprehensive Income an71
Other Comprehensive Income and Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | Dec. 28, 2014 | |
Accumulated Foreign Exchange Gains (Losses) [Roll Forward] | |||||
Accumulated foreign exchange gains (losses), beginning of period | $ (91,928) | $ (15,811) | $ (57,473) | $ (8,797) | $ (8,797) |
Foreign exchange gain (loss) | 9,204 | 7,354 | (25,936) | (131) | |
Income tax benefit (expense) on foreign exchange gain (loss) | 0 | (619) | 0 | (619) | |
Less: foreign exchange gain (loss) attributable to non-controlling interest | 115 | 363 | (570) | (108) | |
Accumulated foreign exchange gains (losses), end of period | (82,839) | (9,439) | (82,839) | (9,439) | (57,473) |
Accumulated Amortization of Actuarial Net Losses [Roll Forward] | |||||
Accumulated amortization of actuarial net losses, beginning of period | 2,023 | 1,890 | 1,890 | 1,890 | 1,890 |
Amortization of actuarial net losses | 220 | 0 | 440 | 0 | |
Income tax benefit (expense) on amortization of actuarial net losses | (87) | 0 | (174) | 0 | |
Accumulated amortization of actuarial net losses, end of period | 2,156 | 1,890 | 2,156 | 1,890 | 1,890 |
Accumulated Pension and Other Post-Retirement Adjustments [Roll Forward] | |||||
Accumulated pension and other post-retirement adjustments | 20,676 | 12,694 | 20,676 | 12,694 | |
Accumulated other comprehensive income (loss) | (101,359) | (20,243) | (101,359) | (20,243) | (76,259) |
Other comprehensive income (loss), net of tax: | 9,337 | 6,735 | (25,670) | (750) | $ (57,636) |
Less: other comprehensive income (loss) attributable to non-controlling interest | 115 | 363 | (570) | (108) | |
Other comprehensive income (loss) attributable to Masonite | $ 9,222 | $ 6,372 | $ (25,100) | $ (642) |
Variable Interest Entity (Detai
Variable Interest Entity (Details) - USD ($) $ in Thousands | Jun. 28, 2015 | Dec. 28, 2014 |
Variable Interest Entity [Line Items] | ||
Current assets | $ 695,714 | $ 713,343 |
Property, plant and equipment, net | 553,665 | 576,234 |
Long-term deferred income taxes | 15,991 | 20,697 |
Other assets, net | 17,205 | 16,744 |
Current liabilities | (246,039) | (237,241) |
Other long-term liabilities | (51,628) | (54,114) |
Net assets of the VIE consolidated by Masonite | 671,901 | 709,434 |
Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Current assets | 12,341 | 8,346 |
Property, plant and equipment, net | 16,695 | 17,788 |
Long-term deferred income taxes | 11,086 | 12,321 |
Other assets, net | 1,923 | 2,234 |
Current liabilities | (2,224) | (2,496) |
Other long-term liabilities | (4,155) | (4,479) |
Non-controlling interest | (6,375) | (7,785) |
Net assets of the VIE consolidated by Masonite | $ 29,291 | $ 25,929 |
Variable Interest Entity (Narra
Variable Interest Entity (Narrative) (Details) $ in Thousands | Jun. 28, 2015USD ($) | Dec. 28, 2014USD ($) | Jun. 29, 2014USD ($) | Dec. 29, 2013USD ($) |
Variable Interest Entity [Line Items] | ||||
Cash and cash equivalents | $ 136,305 | $ 192,037 | $ 187,533 | $ 100,873 |
Variable Interest Entity, Primary Beneficiary | ||||
Variable Interest Entity [Line Items] | ||||
Number of variable interest entities | 1 | 1 | ||
Cash and cash equivalents | $ 5,600 | $ 3,100 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) $ in Thousands | Aug. 05, 2015USD ($) | Jul. 23, 2015USD ($) | Jun. 28, 2015USD ($) | Jun. 29, 2014USD ($) | Jun. 28, 2015USD ($) | Jun. 29, 2014USD ($) | Dec. 28, 2014USD ($)employee |
Subsequent Event [Line Items] | |||||||
Cash consideration, net of cash acquired | $ 0 | $ 50,355 | |||||
Net sales | $ 476,428 | $ 490,176 | $ 910,893 | $ 912,636 | |||
National Hickman | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Acquired equity interests, percent | 100.00% | ||||||
Cash consideration, net of cash acquired | $ 82,000 | ||||||
Performance Doorset Solutions | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Acquired equity interests, percent | 100.00% | ||||||
Cash consideration, net of cash acquired | $ 15,000 | ||||||
Premdor, S.A.S. | |||||||
Subsequent Event [Line Items] | |||||||
Net sales | $ 127,500 | ||||||
Entity Number of Employees | employee | 680 |