Cover Page
Cover Page - shares | 9 Months Ended | |
Nov. 30, 2021 | Dec. 30, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Nov. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 1-12777 | |
Entity Registrant Name | AZZ Inc. | |
Entity Incorporation, State or Country Code | TX | |
Entity Tax Identification Number | 75-0948250 | |
Entity Address, Address Line One | One Museum Place, Suite 500 | |
Entity Address, Address Line Two | 3100 West 7th Street | |
Entity Address, City or Town | Fort Worth, | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 76107 | |
City Area Code | 817 | |
Local Phone Number | 810-0095 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | AZZ | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 24,692,698 | |
Entity Central Index Key | 0000008947 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --02-28 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Nov. 30, 2021 | Feb. 28, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 20,355 | $ 14,837 |
Accounts receivable (net of allowance for credit losses of $5,190 as of November 30, 2021 and $5,713 as of February 28, 2021) | 144,764 | 128,127 |
Inventories: | ||
Raw material | 99,777 | 86,913 |
Work-in-process | 6,152 | 4,453 |
Finished goods | 1,041 | 1,546 |
Contract assets | 67,884 | 58,056 |
Prepaid expenses and other | 5,153 | 5,876 |
Assets held for sale | 4,409 | 3,684 |
Total current assets | 349,535 | 303,492 |
Property, plant and equipment, net | 199,886 | 205,909 |
Operating lease right-of-use assets | 45,050 | 37,801 |
Goodwill | 353,434 | 353,881 |
Deferred Tax Assets | 5,649 | 3,969 |
Intangibles and other assets, net | 84,022 | 91,390 |
Total assets | 1,037,576 | 996,442 |
Current liabilities: | ||
Accounts payable | 42,457 | 41,034 |
Income tax payable | 3,200 | 0 |
Accrued salaries and wages | 23,791 | 22,606 |
Other accrued liabilities | 26,478 | 27,136 |
Customer deposits | 721 | 348 |
Contract liabilities | 14,733 | 16,138 |
Lease liability, short-term | 7,277 | 6,588 |
Total current liabilities | 118,657 | 113,850 |
Debt due after one year, net | 191,468 | 178,419 |
Lease liability, long-term | 37,395 | 32,629 |
Deferred income taxes | 36,121 | 39,283 |
Other long-term liabilities | 5,891 | 8,969 |
Total liabilities | 389,532 | 373,150 |
Commitments and contingencies | ||
Shareholders’ equity: | ||
Common stock, $1 par, shares authorized 100,000; 24,693 shares issued and outstanding at November 30, 2021 and 25,108 shares issued and outstanding at February 28, 2021 | 24,693 | 25,108 |
Capital in excess of par value | 81,747 | 75,979 |
Retained earnings | 568,641 | 547,289 |
Accumulated other comprehensive loss | (27,037) | (25,084) |
Total shareholders’ equity | 648,044 | 623,292 |
Total liabilities and shareholders' equity | $ 1,037,576 | $ 996,442 |
Condensed consolidated Balanc_2
Condensed consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Nov. 30, 2021 | Feb. 28, 2021 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 5,190 | $ 5,713 |
Common Stock, Par Value (usd per share) | $ 1 | $ 1 |
Common Stock, Shares Authorized (shares) | 100,000,000 | 100,000,000 |
Common Stock, Shares Issued (shares) | 24,693,000 | 25,108,000 |
Common Stock, Shares, Outstanding (shares) | 24,693,000 | 25,108,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2021 | Nov. 30, 2020 | Nov. 30, 2021 | Nov. 30, 2020 | |
Income Statement [Abstract] | ||||
Sales | $ 231,737 | $ 226,623 | $ 678,010 | $ 643,287 |
Costs and Expenses | ||||
Cost of sales | 174,773 | 171,948 | 508,004 | 500,311 |
Gross margin | 56,964 | 54,675 | 170,006 | 142,976 |
Selling, general and administrative | 26,872 | 25,228 | 82,674 | 79,867 |
Restructuring and impairment charges | 0 | 1,576 | 0 | 20,269 |
Operating income | 30,092 | 27,871 | 87,332 | 42,840 |
Interest expense | 1,630 | 2,272 | 5,081 | 7,376 |
Other (income) expense, net | 1,413 | (724) | 1,362 | 823 |
Income before income taxes | 27,049 | 26,323 | 80,889 | 34,641 |
Income tax expense | 5,964 | 6,620 | 18,489 | 11,187 |
Net income | $ 21,085 | $ 19,703 | $ 62,400 | $ 23,454 |
Earnings Per Common Share | ||||
Basic earnings per share (usd per share) | $ 0.85 | $ 0.76 | $ 2.51 | $ 0.90 |
Diluted earnings per share (usd per share) | 0.85 | 0.76 | 2.48 | 0.90 |
Cash dividends declared per common share (usd per share) | $ 0.17 | $ 0.17 | $ 0.51 | $ 0.51 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2021 | Nov. 30, 2020 | Nov. 30, 2021 | Nov. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 21,085 | $ 19,703 | $ 62,400 | $ 23,454 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustments, net of income tax of $0 | (1,508) | 255 | (2,023) | 3,756 |
Interest rate swap, net of income tax of $0, $7, $0 and $22, respectively | 0 | (14) | 0 | (42) |
Other comprehensive income (loss) | (1,508) | 241 | (1,953) | 3,714 |
Comprehensive income | $ 19,577 | $ 19,944 | $ 60,447 | $ 27,168 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2021 | Nov. 30, 2020 | Nov. 30, 2021 | Nov. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Foreign currency translation adjustments, tax | $ 0 | $ 0 | $ 0 | $ 0 |
Interest rate swap, income tax | $ 0 | $ 7 | $ 0 | $ 22 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Nov. 30, 2021 | Nov. 30, 2020 | |
Cash Flows From Operating Activities: | ||
Net income | $ 62,400 | $ 23,454 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Bad debt expense | (493) | 233 |
Amortization and depreciation | 33,222 | 34,176 |
Deferred income taxes | (4,955) | (4,660) |
Loss on disposal of business | 552 | 3,050 |
Loss on abandonment of long-lived assets | 0 | 6,922 |
Loss on disposal group held for sale | 0 | 7,030 |
Inventory write-downs | 0 | 2,511 |
Net (gain) loss on sale of property, plant and equipment | 238 | 0 |
Amortization of deferred borrowing costs | 551 | 503 |
Share-based compensation expense | 6,542 | 5,773 |
Effects of changes in assets and liabilities, net of acquisitions and dispositions: | ||
Accounts receivable | (18,844) | 9,715 |
Inventories | (16,703) | (1,763) |
Prepaid expenses and other | 680 | 2,327 |
Other assets | (2,559) | 226 |
Net change in contract assets and liabilities | (10,719) | (15,297) |
Accounts payable | 471 | (7,026) |
Other accrued liabilities and income taxes payable | (715) | (7,780) |
Net Cash Provided by Operating Activities | 49,668 | 59,394 |
Cash Flows Used For Investing Activities: | ||
Proceeds from sale of property, plant and equipment | 2,706 | 454 |
Purchase of property, plant and equipment | (19,131) | (27,885) |
Proceeds from sale of subsidiaries, net | 0 | 12,444 |
Net Cash Used in Investing Activities | (16,425) | (14,987) |
Cash Flows From Financing Activities: | ||
Proceeds from issuance of common stock | 1,544 | 1,694 |
Payments for taxes related to net share settlement of equity awards | (2,169) | (646) |
Proceeds from revolving loan | 216,000 | 161,000 |
Payments on revolving loan | (203,000) | (182,000) |
Repurchase and retirement of treasury stock | (28,869) | (30,953) |
Payments of dividends | (12,673) | (13,324) |
Net Cash Used in Financing Activities | (29,167) | (64,229) |
Effect of exchange rate changes on cash | 1,442 | 2,330 |
Net Increase (Decrease) in Cash and Cash Equivalents | 5,518 | (17,492) |
Cash and cash equivalents at beginning of period | 14,837 | 36,687 |
Cash and cash equivalents at end of period | 20,355 | 19,195 |
Supplemental disclosures | ||
Cash paid for interest | 3,655 | 5,241 |
Cash paid for income taxes | $ 23,259 | $ 15,208 |
Condensed Consolidated Statem_5
Condensed Consolidated Statement of Shareholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Capital in Excess of Par Value | Retained Earnings | Accumulated Other Comprehensive Loss |
Balance (shares) at Feb. 29, 2020 | 26,148 | ||||
Balance at Feb. 29, 2020 | $ 634,366 | $ 26,148 | $ 66,703 | $ 572,414 | $ (30,899) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation | 5,773 | 5,773 | |||
Common stock issued under stock-based plans and related income tax expense (shares) | 76 | ||||
Common stock issued under stock-based plans and related income tax expense | (646) | $ 76 | (722) | ||
Common stock issued under employee stock purchase plan (shares) | 58 | ||||
Common stock issued under employee stock purchase plan | 1,694 | $ 58 | 1,636 | ||
Repurchase and retirement of treasury shares (shares) | (852) | ||||
Repurchase and retirement of treasury shares | (30,953) | $ (852) | (30,101) | ||
Cash dividends paid | (13,324) | (13,324) | |||
Net income | 23,454 | 23,454 | |||
Foreign currency translation | 3,756 | 3,756 | |||
Interest rate swap | (42) | (42) | |||
Balance (shares) at Nov. 30, 2020 | 25,430 | ||||
Balance at Nov. 30, 2020 | 624,078 | $ 25,430 | 73,390 | 552,443 | (27,185) |
Balance (shares) at Aug. 31, 2020 | 26,076 | ||||
Balance at Aug. 31, 2020 | 631,541 | $ 26,076 | 71,797 | 561,094 | (27,426) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation | 1,690 | 1,690 | |||
Common stock issued under stock-based plans and related income tax expense (shares) | 6 | ||||
Common stock issued under stock-based plans and related income tax expense | (91) | $ 6 | (97) | ||
Repurchase and retirement of treasury shares (shares) | (652) | ||||
Repurchase and retirement of treasury shares | (24,574) | $ (652) | (23,922) | ||
Cash dividends paid | (4,432) | (4,432) | |||
Net income | 19,703 | 19,703 | |||
Foreign currency translation | 255 | 255 | |||
Interest rate swap | (14) | (14) | |||
Balance (shares) at Nov. 30, 2020 | 25,430 | ||||
Balance at Nov. 30, 2020 | 624,078 | $ 25,430 | 73,390 | 552,443 | (27,185) |
Balance (shares) at Feb. 28, 2021 | 25,108 | ||||
Balance at Feb. 28, 2021 | 623,292 | $ 25,108 | 75,979 | 547,289 | (25,084) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation | 6,542 | 6,542 | |||
Common stock issued under stock-based plans and related income tax expense (shares) | 108 | ||||
Common stock issued under stock-based plans and related income tax expense | (2,169) | $ 108 | (2,277) | ||
Common stock issued under employee stock purchase plan (shares) | 41 | ||||
Common stock issued under employee stock purchase plan | 1,544 | $ 41 | 1,503 | ||
Repurchase and retirement of treasury shares (shares) | (564) | ||||
Repurchase and retirement of treasury shares | (28,869) | $ (564) | (28,305) | ||
Cash dividends paid | (12,673) | (12,673) | |||
Net income | 62,400 | 62,400 | |||
Foreign currency translation | (2,023) | (70) | (1,953) | ||
Interest rate swap | 0 | ||||
Balance (shares) at Nov. 30, 2021 | 24,693 | ||||
Balance at Nov. 30, 2021 | 648,044 | $ 24,693 | 81,747 | 568,641 | (27,037) |
Balance (shares) at Aug. 31, 2021 | 24,840 | ||||
Balance at Aug. 31, 2021 | 638,426 | $ 24,840 | 79,908 | 559,207 | (25,529) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation | 1,860 | 1,860 | |||
Common stock issued under stock-based plans and related income tax expense (shares) | 1 | ||||
Common stock issued under stock-based plans and related income tax expense | (20) | $ 1 | (21) | ||
Repurchase and retirement of treasury shares (shares) | (148) | ||||
Repurchase and retirement of treasury shares | (7,636) | $ (148) | (7,488) | ||
Cash dividends paid | (4,163) | (4,163) | |||
Net income | 21,085 | 21,085 | |||
Foreign currency translation | (1,508) | (1,508) | |||
Interest rate swap | 0 | ||||
Balance (shares) at Nov. 30, 2021 | 24,693 | ||||
Balance at Nov. 30, 2021 | $ 648,044 | $ 24,693 | $ 81,747 | $ 568,641 | $ (27,037) |
The Company and Basis of Presen
The Company and Basis of Presentation | 9 Months Ended |
Nov. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company and Basis of Presentation | The Company and Basis of Presentation AZZ Inc. (“AZZ”, the “Company”, "our" or “we”) was established in 1956 and incorporated under the laws of the state of Texas. The Company is a global provider of metal coating solutions, welding solutions, specialty electrical equipment and highly engineered services to the power generation, transmission, distribution, refining and industrial markets. The Company has two distinct operating segments: the Metal Coatings segment and the Infrastructure Solutions segment. AZZ Metal Coatings provides hot dip galvanizing, spin galvanizing, powder coating, anodizing and plating, and other metal coating applications to the steel fabrication and other industries through 39 galvanizing plants and six surface technologies facilities located in the United States and Canada. AZZ Infrastructure Solutions is dedicated to delivering safe and reliable transmission of power from generation sources to end customers, and automated weld overlay solutions for corrosion and erosion mitigation to critical infrastructure in markets worldwide. Presentation The accompanying condensed consolidated balance sheet as of February 28, 2021 was derived from audited financial statements, and the unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete consolidated financial statements. These financial statements should be read in conjunction with the audited financial statements and related notes for the fiscal year ended February 28, 2021, included in the Company’s Annual Report on Form 10-K covering such period. Certain previously reported amounts have been reclassified to conform to current period presentation. The Company's fiscal year ends on the last day of February and is identified as the fiscal year for the calendar year in which it ends. For example, the fiscal year ending February 28, 2022 is referred to as fiscal 2022. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, which are necessary to present fairly the financial position of the Company as of November 30, 2021, the results of its operations for the three and nine months ended November 30, 2021 and 2020, and cash flows for the nine months ended November 30, 2021 and 2020. The interim results reported herein are not necessarily indicative of results for a full year. Certain previously reported amounts have been reclassified to conform to current period presentation. Coronavirus (COVID-19) The continued uncertainty associated with COVID-19, and any of the ongoing variants, did not have a material adverse effect on the Company's results of operations for the three and nine months ended November 30, 2021. While the Company continues to support its customers, there remains uncertainties regarding the duration and, to what extent, if any, that the COVID-19 pandemic, or newly identified variants, or additional regulatory requirements, will ultimately have on the demand for the Company's products and services or with its supply chain or its employees. The impact of COVID-19 to the Company's personnel and operations has been limited. During the third quarter of fiscal 2022, the Company continued to see improvement in sales and operating income in both of its operating segments. However, labor market and supply chain challenges have increased during the current quarter, resulting in increased operating expenses as the constrained labor market and supply chain disruptions impacted the availability and cost of labor and materials. In addition, new vaccine mandates were announced on September 9, 2021. Since the most current pronouncements indicate the mandates must be implemented by January 10, 2022, the extent of the regulatory impact is unclear at this time and could potentially have an adverse impact on our future operations. We cannot reasonably estimate the severity of this pandemic or the government's mandates regarding the same, or the extent to which the disruption may materially impact our consolidated balance sheets, statements of income or statements of cash flows for fiscal year 2022 or beyond. Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2019-12, Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes ("ASU 2019-12") . This standard is intended to simplify the accounting and disclosure requirements for income taxes by eliminating various exceptions in accounting for income taxes as well as clarifying and amending existing guidance to improve consistency in the application of ASC 740. The standard was effective for the Company in the first quarter of its fiscal 2022. The Company adopted ASU 2019-12 in the first quarter of fiscal 2022 and the adoption did not have a material impact on its consolidated financial statements. Recently Issued Accounting Pronouncements In March 2020 and as clarified in January 2021, the FASB issued Accounting Standards Update No. (“ASU”) 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”), which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate (“LIBOR”) or by another reference rate expected to be discontinued. An entity may elect to apply the amendments on a full retrospective basis as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or on a prospective basis to new modifications from any date between March 12, 2020 and December 31, 2022. The Company has not adopted ASU 2020-04, but will continue to evaluate the possible adoption of any such expedients or exceptions, as well as the impact on its financial condition, results of operations, and cash flows, during the effective period. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Nov. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is calculated by giving effect to the potential dilution that could occur if stock awards vested and were converted into common shares during the period. The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data): Three Months Ended November 30, Nine Months Ended November 30, 2021 2020 2021 2020 Numerator: Net income for basic and diluted earnings per common share $ 21,085 $ 19,703 $ 62,400 $ 23,454 Denominator: Denominator for basic earnings per common share–weighted average shares 24,729 25,936 24,910 26,090 Effect of dilutive securities: Employee and Director stock awards 216 115 222 87 Denominator for diluted earnings per common share 24,945 26,051 25,132 26,177 Earnings per share basic and diluted: Basic earnings per common share $ 0.85 $ 0.76 $ 2.51 $ 0.90 Diluted earnings per common share $ 0.85 $ 0.76 $ 2.48 $ 0.90 For the three and nine months ended November 30, 2021, 150,171 and 137,186 shares, respectively, were excluded from the calculation of diluted EPS because the effect would be antidilutive. For the three and nine months ended November 30, 2020, 80,148 and 128,918 shares, respectively, were excluded from the calculation of diluted EPS because the effect would be antidilutive. These shares could be dilutive in future periods. |
Sales
Sales | 9 Months Ended |
Nov. 30, 2021 | |
Revenues [Abstract] | |
Sales | Sales Disaggregated Sales The following table presents disaggregated sales by customer industry (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2021 2020 2021 2020 Sales: Industrial $ 141,360 $ 138,240 $ 420,367 $ 335,462 Transmission and distribution 57,934 56,656 149,162 203,332 Power generation 32,443 31,727 108,481 104,493 Total sales $ 231,737 $ 226,623 $ 678,010 $ 643,287 See Note 4 for sales information by segment. Contract Liabilities The timing of sales recognition, billings and cash collections results in accounts receivable, contract assets (unbilled receivables), and contract liabilities (customer advances and deposits) on the consolidated balance sheets, primarily related to our Infrastructure Solutions segment. Amounts are billed as work progresses in accordance with agreed upon contractual terms, either at periodic intervals (e.g., weekly or monthly) or upon the achievement of contractual milestones. Billing can occur subsequent to sales recognition, resulting in contract assets. In addition, we sometimes receive advances or deposits from our customers, before sales are recognized, resulting in contract liabilities. These assets and liabilities are reported on the consolidated balance sheets on a contract-by-contract basis at the end of each reporting period. The following table shows the changes in contract liabilities for the nine months ended November 30, 2021 and 2020, respectively (in thousands): 2021 2020 Balance at February 28/29, $ 16,138 $ 18,418 Contract liabilities added during the period 8,203 5,017 Sales recognized during the period (9,608) (11,914) Balance at November 30, $ 14,733 $ 11,521 The Company did not record any sales for the nine months ended November 30, 2021 or 2020 related to performance obligations satisfied in prior periods. The Company expects to recognize sales, related to the $14.7 million balance of contract liabilities as of November 30, 2021 of approximately $3.6 million, $9.9 million, $1.0 million and $0.2 million in fiscal 2022, 2023, 2024 and 2025, respectively. |
Segments
Segments | 9 Months Ended |
Nov. 30, 2021 | |
Segment Reporting [Abstract] | |
Segments | Operating Segments Segment Information The Company has two distinct operating segments: the Metal Coatings segment and the Infrastructure Solutions segment. The Metal Coatings segment provides hot dip galvanizing, spin galvanizing, powder coating, anodizing and plating, and other metal coating applications to the steel fabrication and other industries through facilities located throughout the United States and Canada. Hot dip galvanizing is a metallurgical process in which molten zinc reacts to steel. The zinc alloying provides corrosion protection and extends the life-cycle of fabricated steel for several decades. The Infrastructure Solutions segment provides specialized products and services designed to support primarily industrial and electrical applications. The product offerings include custom switchgear, electrical enclosures, medium and high voltage bus ducts, explosion proof and hazardous duty lighting and tubular products. The Infrastructure Solutions segment also focuses on life-cycle extension for the power generation, refining and industrial infrastructure, through providing automated weld overlay solutions for corrosion and erosion mitigation. Sales and operating income by segment for each period were as follows (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2021 2020 2021 2020 Sales: Metal Coatings $ 133,373 $ 115,616 $ 390,701 $ 351,643 Infrastructure Solutions 98,364 111,007 287,309 291,644 Total sales $ 231,737 $ 226,623 $ 678,010 $ 643,287 Operating income: Metal Coatings $ 32,724 $ 28,671 $ 95,888 $ 69,355 Infrastructure Solutions 9,189 8,722 25,838 3,364 Corporate (11,821) (9,522) (34,394) (29,879) Total operating income $ 30,092 $ 27,871 $ 87,332 $ 42,840 Asset balances by segment for each period were as follows (in thousands): November 30, 2021 February 28, 2021 Total assets: Metal Coatings $ 493,700 $ 480,778 Infrastructure Solutions 515,987 489,986 Corporate 27,889 25,678 Total $ 1,037,576 $ 996,442 Financial Information About Geographical Areas The following table presents sales by geographic region for each period (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2021 2020 2021 2020 Sales: United States $ 202,998 $ 180,429 $ 586,584 $ 540,162 International 28,739 46,194 91,426 103,125 Total $ 231,737 $ 226,623 $ 678,010 $ 643,287 The following table presents fixed assets by geographic region for each period (in thousands): November 30, 2021 February 28, 2021 Property, plant and equipment, net: United States $ 178,020 $ 180,718 Canada 11,968 15,007 Other countries 9,898 10,184 Total $ 199,886 $ 205,909 |
Warranty Reserves
Warranty Reserves | 9 Months Ended |
Nov. 30, 2021 | |
Product Warranties Disclosures [Abstract] | |
Warranty Reserves | Warranty ReservesA reserve has been established to provide for the estimated future cost of warranties on certain delivered products. The warranty accrual is included in "Other accrued liabilities" on the condensed consolidated balance sheets. Management monitors established reserves and adjusts warranty estimates based upon the progression of resolution activities with the Company's customers. Warranties typically cover non-conformance to customer specifications or defects in material and workmanship. The following table shows the changes in the warranty reserves for the nine months ended November 30, 2021 and 2020 (in thousands): Nine Months Ended November 30, 2021 2020 Beginning balance $ 4,079 $ 3,702 Warranty costs incurred (357) (1,251) Additions charged to income 492 1,073 Transferred to held for sale — (478) Ending balance $ 4,214 $ 3,046 |
Debt
Debt | 9 Months Ended |
Nov. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt The Company's debt consisted of the following for each of the periods presented (in thousands): November 30, 2021 February 28, 2021 Revolving Credit Facility $ 42,000 $ 29,000 2020 Senior Notes 150,000 150,000 Total debt, gross 192,000 179,000 Unamortized debt issuance costs (532) (581) Total debt, net $ 191,468 $ 178,419 The Company's debt agreements require the Company to maintain certain financial ratios, of which the most restrictive is a debt to EBITDA leverage ratio of at least 3.25 to 1.00. As of November 30, 2021, the Company was in compliance with all covenants or other requirements set forth in the debt agreements. On July 8, 2021, the Company refinanced its current unsecured revolving credit facility, which was scheduled to mature in March 2022, with a new five-year senior unsecured revolving credit facility, dated July 8, 2021 by and among the Company, borrower, Citibank, N.A., as administrative agent and the other agents and lender parties thereto (the “2021 Credit Agreement”). The 2021 Credit Agreement matures in July 2026 and includes the following significant terms; i. provides for a senior unsecured revolving credit facility with a principal amount of up to $400.0 million revolving loan commitments, and includes an additional $200.0 million uncommitted incremental accordion facility; ii. interest rate margin ranges from 87.5 basis points ("bps") to 175 bps for Eurodollar Rate loans, and from 0.0 bps to 75 bps for Base Rate loans (as defined in the 2021 Credit Agreement), depending on leverage ratio of the Company and its consolidated subsidiaries as a group; iii. includes a letter of credit sub-facility up to $85.0 million for the issuance of standby and commercial letters of credit, iv. includes a $50.0 million sublimit for swing line loans; v. includes customary representations and warranties, affirmative covenants and negative covenants, and events of default; including restrictions on incurrence of non-ordinary course debt, investment and dividends, subject to various exceptions, carve-outs and baskets; and vi. includes a maximum leverage ratio financial covenant and an interest coverage ratio financial covenant, each to be tested at each quarter end. The proceeds of the advances under the 2021 Credit Agreement are to be utilized primarily to finance working capital needs, capital improvements, dividends, acquisitions and for general corporate purposes. The foregoing summary of material terms and provisions of the 2021 Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the 2021 Credit Agreement, a copy of which is attached hereto as Exhibit 10.3 to this Form 10-Q and is incorporated herein by reference. |
Leases
Leases | 9 Months Ended |
Nov. 30, 2021 | |
Leases [Abstract] | |
Leases | Leases The Company is a lessee under various operating leases for facilities and equipment. Supplemental information related to the Company's portfolio of operating leases was as follows (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2021 2020 2021 2020 Operating cash flows from operating leases included in lease liabilities $ 2,338 $ 2,069 $ 6,780 $ 6,313 Lease liabilities obtained from new ROU assets - operating 376 — 13,646 1,529 Operating and financing cash flows from financing leases included in lease liabilities 37 — 74 — Lease liabilities obtained from new ROU assets - financing 348 — 362 — November 30, 2021 February 28, 2021 Weighted-average remaining lease term - operating leases (years) 7.88 6.92 Weighted-average discount rate - operating leases 4.46 % 4.71 % Weighted-average remaining lease term - financing leases (years) 4.54 4.25 Weighted-average discount rate - financing leases 4.46 % 4.00 % The following table outlines the classification of lease expense in the statements of income (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2021 2020 2021 2020 Cost of sales $ 2,808 $ 2,438 $ 8,205 $ 8,222 Selling, general and administrative 910 1,107 3,031 3,491 Total lease expense $ 3,718 $ 3,545 $ 11,236 $ 11,713 As of November 30, 2021, maturities of the Company's lease liabilities were as follows (in thousands): Fiscal year: Operating Leases Finance Leases Total 2022 (remaining 3 months) $ 2,301 $ 37 $ 2,338 2023 8,856 147 9,003 2024 7,973 147 8,120 2025 6,901 145 7,046 2026 5,358 76 5,434 Thereafter 21,391 72 21,463 Total lease payments 52,780 624 53,404 Less imputed interest (8,691) (41) (8,732) Total $ 44,089 $ 583 $ 44,672 |
Income Taxes
Income Taxes | 9 Months Ended |
Nov. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesThe provision for income taxes reflects an effective tax rate of 22.0% for the three months ended November 30, 2021, compared to 25.1% for the respective prior year comparable period. The decrease in the effective tax rate was primarily attributable to unfavorable adjustments recorded in the prior year comparable period, related to an IRS audit settlement for research and development tax credits, that are not recurring in the current year.For the nine months ended November 30, 2021, the effective tax rate was 22.9%, compared to 32.3% for the prior year comparable period. The current year decrease in the effective tax rate of 940 basis points is the result of the prior year impact of restructuring and impairment charges and an IRS settlement for research and development tax credits for multiple years, which more than offset current year recognition of uncertain tax positions. |
Equity
Equity | 9 Months Ended |
Nov. 30, 2021 | |
Equity [Abstract] | |
Equity | Equity On November 10, 2020, the Company's Board of Directors authorized a $100 million share repurchase program pursuant to which the Company may repurchase its Common Stock (the “2020 Share Authorization”). Repurchases under the 2020 Share Authorization will be made through open market and/or private transactions, in accordance with applicable federal securities laws, and could include repurchases pursuant to Rule 10b5-1 trading plans, which allows stock repurchases when the Company might otherwise be precluded from doing so. The following table outlines the Company's share repurchases under the 2011 Authorization and the 2020 Authorization for the three and nine months ended November 30, 2021 (dollars in thousands, except per share data): Three Months Ended November 30, 2021 Nine Months Ended November 30, 2021 Number of shares repurchased 148,021 564,300 Total amount of shares repurchased $ 7,636 $ 28,869 Average price per share $ 51.59 $ 51.16 |
Assets Held for Sale
Assets Held for Sale | 9 Months Ended |
Nov. 30, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale | Assets Held for Sale The Company has been executing on its plan to divest certain non-core businesses. The strategic decision to divest these businesses reflects the Company's long-term strategy to become a predominantly metal coatings focused company . The historical annual sales, operating profit and net assets of these businesses were not significant enough to qualify as discontinued operations. As of November 30, 2021, one business in our Infrastructure Solutions segment and one non-operating location in our Metal Coatings segment continue to be classified as held for sale. The assets and liabilities of the businesses expected to be disposed of within the next twelve months are included in "Assets held for sale" in the accompanying consolidated balance sheets. Assets and liabilities allocated to the disposal group are as follows (in thousands): As of November 30, 2021 Assets Accounts receivable $ 3,399 Inventories 2,057 Contract assets 3,373 Other current assets 55 Property, plant and equipment 1,233 Other assets 87 Goodwill 1,693 Liabilities Accounts payable (608) Contract liabilities (913) Other accrued liabilities (2,451) Other long term liabilities (26) Total carrying value 7,899 Less: Impairment of carrying value of remaining assets held for sale to estimated sales price (1) (3,490) Fair value of disposal group $ 4,409 (1) Impairment charges of $3,490 were recognized for the three months ended August 31, 2020. |
Restructuring and Impairment Ch
Restructuring and Impairment Charges | 9 Months Ended |
Nov. 30, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Impairment Charges | Restructuring and Impairment Charges During the nine months ended November 30, 2021, the Company did not recognize any restructuring and impairment charges. In the second quarter of fiscal 2021, the Company developed and began the implementation of a plan to divest certain non-core businesses and later, divested several non-core businesses. During the first and second quarter of fiscal 2021, the Company recognized $1.6 million for impairment charges and a loss on the sale of the Galvabar business, which was included in the Metal Coatings segment. During the third quarter of fiscal 2021, the Company completed the sale of AZZ SMS LLC ("SMS"), which was included in the Infrastructure Solutions segment. The Company recognized impairment charges of $0.9 million for SMS during the second quarter of fiscal 2021, and an additional loss of $1.9 million during the third quarter of fiscal 2021. The loss on the sale of these businesses are included in "Restructuring and impairment charges" in the consolidated statements of operations. The restructuring and impairment charges for the nine months ended November 30, 2020 are summarized in the table below (in thousands): Nine Months Ended November 30, 2020 Metal Coatings Infra- Total Write down on assets held for sale to estimated sales price $ 2,930 $ 4,100 $ 7,030 Write down of assets expected to be abandoned 6,922 — 6,922 (Gain)/loss on sale of subsidiaries 1,191 1,859 3,050 Write down of excess inventory — 2,511 2,511 Costs associated with assets held for sale — 756 756 Total charges $ 11,043 $ 9,226 $ 20,269 Infrastructure Solutions Segment During the nine months ended November 30, 2020, as a result of the continued market pressures in the oil and gas services market, the Company undertook an evaluation of inventory within the tubular products business. As a result of the evaluation, the Company determined certain inventories to be in excess of their net realizable value, and recorded an inventory adjustment of $2.5 million to reduce the inventory to its net realizable value. Metal Coatings Segment During the nine months ended November 30, 2020, the Company approved a plan to close certain locations within the Metal Coatings segment. Management performed an analysis of the assets at each location expected to be closed. For assets that were not transferred to another location for use in operations, management recognized a charge to reflect a decrease in the estimated useful life and lower value to the Company. The following table summarizes the charges recognized during the nine months ended November 30, 2020 related to locations that have been closed (in thousands): Nine Months Ended November 30, 2020 Inventory write down $ 336 Property & equipment write downs 2,956 Intangible impairment 3,258 Other 372 Total $ 6,922 |
Commitment and Contingencies
Commitment and Contingencies | 9 Months Ended |
Nov. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and ContingenciesLegalThe Company and its subsidiaries are named defendants and plaintiffs in various routine lawsuits incidental to its business. These proceedings include labor and employment claims, worker’s compensation, environmental matters, and various commercial disputes, all of which arise in the normal course of conducting business. As discovery progresses on all outstanding legal matters, the Company will continue to evaluate opportunities to either settle the disputes for nuisance value or potentially enter into mediation as a way to resolve the disputes prior to trial. As the pending cases progress through additional discovery, including expert testimony and mediation, our assessment of the likelihood of an unfavorable outcome on one or more of the pending lawsuits may change. The outcome of these lawsuits or other proceedings cannot be predicted with certainty, and the amount of any potential liability that could arise with respect to such lawsuits or other matters cannot be predicted at this time. Management, after consultation with legal counsel, believes it has strong defenses to all of these matters and does not expect liabilities, if any, from these claims or proceedings, either individually or in the aggregate, to have a material effect on the Company’s financial position, results of operations or cash flows. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Nov. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent EventOn December 31, 2021, the Company entered into an agreement to acquire all the assets of Steel Creek Galvanizing Company, LLC (“Steel Creek”), a privately held hot-dip galvanizing company based in Blacksburg, South Carolina. |
The Company and Basis of Pres_2
The Company and Basis of Presentation (Policies) | 9 Months Ended |
Nov. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company and Basis of Presentation | The Company and Basis of Presentation AZZ Inc. (“AZZ”, the “Company”, "our" or “we”) was established in 1956 and incorporated under the laws of the state of Texas. The Company is a global provider of metal coating solutions, welding solutions, specialty electrical equipment and highly engineered services to the power generation, transmission, distribution, refining and industrial markets. The Company has two distinct operating segments: the Metal Coatings segment and the Infrastructure Solutions segment. AZZ Metal Coatings provides hot dip galvanizing, spin galvanizing, powder coating, anodizing and plating, and other metal coating applications to the steel fabrication and other industries through 39 galvanizing plants and six surface technologies facilities located in the United States and Canada. AZZ Infrastructure Solutions is dedicated to delivering safe and reliable transmission of power from generation sources to end customers, and automated weld overlay solutions for corrosion and erosion mitigation to critical infrastructure in markets worldwide. Presentation The accompanying condensed consolidated balance sheet as of February 28, 2021 was derived from audited financial statements, and the unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete consolidated financial statements. These financial statements should be read in conjunction with the audited financial statements and related notes for the fiscal year ended February 28, 2021, included in the Company’s Annual Report on Form 10-K covering such period. Certain previously reported amounts have been reclassified to conform to current period presentation. The Company's fiscal year ends on the last day of February and is identified as the fiscal year for the calendar year in which it ends. For example, the fiscal year ending February 28, 2022 is referred to as fiscal 2022. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, which are necessary to present fairly the financial position of the Company as of November 30, 2021, the results of its operations for the three and nine months ended November 30, 2021 and 2020, and cash flows for the nine months ended November 30, 2021 and 2020. The interim results reported herein are not necessarily indicative of results for a full year. Certain previously reported amounts have been reclassified to conform to current period presentation. |
Recently Adopted Accounting Pronouncements And Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2019-12, Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes ("ASU 2019-12") . This standard is intended to simplify the accounting and disclosure requirements for income taxes by eliminating various exceptions in accounting for income taxes as well as clarifying and amending existing guidance to improve consistency in the application of ASC 740. The standard was effective for the Company in the first quarter of its fiscal 2022. The Company adopted ASU 2019-12 in the first quarter of fiscal 2022 and the adoption did not have a material impact on its consolidated financial statements. Recently Issued Accounting Pronouncements In March 2020 and as clarified in January 2021, the FASB issued Accounting Standards Update No. (“ASU”) 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”), which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate (“LIBOR”) or by another reference rate expected to be discontinued. An entity may elect to apply the amendments on a full retrospective basis as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or on a prospective basis to new modifications from any date between March 12, 2020 and December 31, 2022. The Company has not adopted ASU 2020-04, but will continue to evaluate the possible adoption of any such expedients or exceptions, as well as the impact on its financial condition, results of operations, and cash flows, during the effective period. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Nov. 30, 2021 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted earnings per share | The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data): Three Months Ended November 30, Nine Months Ended November 30, 2021 2020 2021 2020 Numerator: Net income for basic and diluted earnings per common share $ 21,085 $ 19,703 $ 62,400 $ 23,454 Denominator: Denominator for basic earnings per common share–weighted average shares 24,729 25,936 24,910 26,090 Effect of dilutive securities: Employee and Director stock awards 216 115 222 87 Denominator for diluted earnings per common share 24,945 26,051 25,132 26,177 Earnings per share basic and diluted: Basic earnings per common share $ 0.85 $ 0.76 $ 2.51 $ 0.90 Diluted earnings per common share $ 0.85 $ 0.76 $ 2.48 $ 0.90 |
Sales (Tables)
Sales (Tables) | 9 Months Ended |
Nov. 30, 2021 | |
Revenues [Abstract] | |
Disaggregation of Revenue | Disaggregated Sales The following table presents disaggregated sales by customer industry (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2021 2020 2021 2020 Sales: Industrial $ 141,360 $ 138,240 $ 420,367 $ 335,462 Transmission and distribution 57,934 56,656 149,162 203,332 Power generation 32,443 31,727 108,481 104,493 Total sales $ 231,737 $ 226,623 $ 678,010 $ 643,287 |
Contract with Customer, Asset and Liability | The following table shows the changes in contract liabilities for the nine months ended November 30, 2021 and 2020, respectively (in thousands): 2021 2020 Balance at February 28/29, $ 16,138 $ 18,418 Contract liabilities added during the period 8,203 5,017 Sales recognized during the period (9,608) (11,914) Balance at November 30, $ 14,733 $ 11,521 |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Nov. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Sales and operating income by segment for each period were as follows (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2021 2020 2021 2020 Sales: Metal Coatings $ 133,373 $ 115,616 $ 390,701 $ 351,643 Infrastructure Solutions 98,364 111,007 287,309 291,644 Total sales $ 231,737 $ 226,623 $ 678,010 $ 643,287 Operating income: Metal Coatings $ 32,724 $ 28,671 $ 95,888 $ 69,355 Infrastructure Solutions 9,189 8,722 25,838 3,364 Corporate (11,821) (9,522) (34,394) (29,879) Total operating income $ 30,092 $ 27,871 $ 87,332 $ 42,840 |
Reconciliation of Assets from Segment to Consolidated | Asset balances by segment for each period were as follows (in thousands): November 30, 2021 February 28, 2021 Total assets: Metal Coatings $ 493,700 $ 480,778 Infrastructure Solutions 515,987 489,986 Corporate 27,889 25,678 Total $ 1,037,576 $ 996,442 |
Revenue from External Customers by Geographic Areas | The following table presents sales by geographic region for each period (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2021 2020 2021 2020 Sales: United States $ 202,998 $ 180,429 $ 586,584 $ 540,162 International 28,739 46,194 91,426 103,125 Total $ 231,737 $ 226,623 $ 678,010 $ 643,287 |
Long-lived Assets by Geographic Areas | The following table presents fixed assets by geographic region for each period (in thousands): November 30, 2021 February 28, 2021 Property, plant and equipment, net: United States $ 178,020 $ 180,718 Canada 11,968 15,007 Other countries 9,898 10,184 Total $ 199,886 $ 205,909 |
Warranty Reserves (Tables)
Warranty Reserves (Tables) | 9 Months Ended |
Nov. 30, 2021 | |
Product Warranties Disclosures [Abstract] | |
Changes in the warranty reserves | The following table shows the changes in the warranty reserves for the nine months ended November 30, 2021 and 2020 (in thousands): Nine Months Ended November 30, 2021 2020 Beginning balance $ 4,079 $ 3,702 Warranty costs incurred (357) (1,251) Additions charged to income 492 1,073 Transferred to held for sale — (478) Ending balance $ 4,214 $ 3,046 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Nov. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company's debt consisted of the following for each of the periods presented (in thousands): November 30, 2021 February 28, 2021 Revolving Credit Facility $ 42,000 $ 29,000 2020 Senior Notes 150,000 150,000 Total debt, gross 192,000 179,000 Unamortized debt issuance costs (532) (581) Total debt, net $ 191,468 $ 178,419 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Nov. 30, 2021 | |
Leases [Abstract] | |
Lease, Cost | Supplemental information related to the Company's portfolio of operating leases was as follows (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2021 2020 2021 2020 Operating cash flows from operating leases included in lease liabilities $ 2,338 $ 2,069 $ 6,780 $ 6,313 Lease liabilities obtained from new ROU assets - operating 376 — 13,646 1,529 Operating and financing cash flows from financing leases included in lease liabilities 37 — 74 — Lease liabilities obtained from new ROU assets - financing 348 — 362 — November 30, 2021 February 28, 2021 Weighted-average remaining lease term - operating leases (years) 7.88 6.92 Weighted-average discount rate - operating leases 4.46 % 4.71 % Weighted-average remaining lease term - financing leases (years) 4.54 4.25 Weighted-average discount rate - financing leases 4.46 % 4.00 % The following table outlines the classification of lease expense in the statements of income (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2021 2020 2021 2020 Cost of sales $ 2,808 $ 2,438 $ 8,205 $ 8,222 Selling, general and administrative 910 1,107 3,031 3,491 Total lease expense $ 3,718 $ 3,545 $ 11,236 $ 11,713 |
Lessee, Operating Lease, Liability, Maturity | As of November 30, 2021, maturities of the Company's lease liabilities were as follows (in thousands): Fiscal year: Operating Leases Finance Leases Total 2022 (remaining 3 months) $ 2,301 $ 37 $ 2,338 2023 8,856 147 9,003 2024 7,973 147 8,120 2025 6,901 145 7,046 2026 5,358 76 5,434 Thereafter 21,391 72 21,463 Total lease payments 52,780 624 53,404 Less imputed interest (8,691) (41) (8,732) Total $ 44,089 $ 583 $ 44,672 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Nov. 30, 2021 | |
Equity [Abstract] | |
Class of Treasury Stock | The following table outlines the Company's share repurchases under the 2011 Authorization and the 2020 Authorization for the three and nine months ended November 30, 2021 (dollars in thousands, except per share data): Three Months Ended November 30, 2021 Nine Months Ended November 30, 2021 Number of shares repurchased 148,021 564,300 Total amount of shares repurchased $ 7,636 $ 28,869 Average price per share $ 51.59 $ 51.16 |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 9 Months Ended |
Nov. 30, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | Assets and liabilities allocated to the disposal group are as follows (in thousands): As of November 30, 2021 Assets Accounts receivable $ 3,399 Inventories 2,057 Contract assets 3,373 Other current assets 55 Property, plant and equipment 1,233 Other assets 87 Goodwill 1,693 Liabilities Accounts payable (608) Contract liabilities (913) Other accrued liabilities (2,451) Other long term liabilities (26) Total carrying value 7,899 Less: Impairment of carrying value of remaining assets held for sale to estimated sales price (1) (3,490) Fair value of disposal group $ 4,409 (1) Impairment charges of $3,490 were recognized for the three months ended August 31, 2020. |
Restructuring and Impairment _2
Restructuring and Impairment Charges (Tables) | 9 Months Ended |
Nov. 30, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The restructuring and impairment charges for the nine months ended November 30, 2020 are summarized in the table below (in thousands): Nine Months Ended November 30, 2020 Metal Coatings Infra- Total Write down on assets held for sale to estimated sales price $ 2,930 $ 4,100 $ 7,030 Write down of assets expected to be abandoned 6,922 — 6,922 (Gain)/loss on sale of subsidiaries 1,191 1,859 3,050 Write down of excess inventory — 2,511 2,511 Costs associated with assets held for sale — 756 756 Total charges $ 11,043 $ 9,226 $ 20,269 The following table summarizes the charges recognized during the nine months ended November 30, 2020 related to locations that have been closed (in thousands): Nine Months Ended November 30, 2020 Inventory write down $ 336 Property & equipment write downs 2,956 Intangible impairment 3,258 Other 372 Total $ 6,922 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2021 | Nov. 30, 2020 | Nov. 30, 2021 | Nov. 30, 2020 | |
Numerator: | ||||
Net income for basic and diluted earnings per common share | $ 21,085 | $ 19,703 | $ 62,400 | $ 23,454 |
Denominator: | ||||
Denominator for basic earnings per common share-weighted average shares (shares) | 24,729 | 25,936 | 24,910 | 26,090 |
Effect of dilutive securities: | ||||
Employee and Director stock awards (shares) | 216 | 115 | 222 | 87 |
Denominator for diluted earnings per common share (shares) | 24,945 | 26,051 | 25,132 | 26,177 |
Earnings per share basic and diluted: | ||||
Basic earnings per common share (usd per share) | $ 0.85 | $ 0.76 | $ 2.51 | $ 0.90 |
Diluted earnings per common share (usd per share) | $ 0.85 | $ 0.76 | $ 2.48 | $ 0.90 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2021 | Nov. 30, 2020 | Nov. 30, 2021 | Nov. 30, 2020 | |
Earnings Per Share [Abstract] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 150,171 | 80,148 | 137,186 | 128,918 |
Sales Disaggregated Revenues (D
Sales Disaggregated Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2021 | Nov. 30, 2020 | Nov. 30, 2021 | Nov. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 231,737 | $ 226,623 | $ 678,010 | $ 643,287 |
Industrial | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 141,360 | 138,240 | 420,367 | 335,462 |
Transmission and distribution | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 57,934 | 56,656 | 149,162 | 203,332 |
Power generation | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 32,443 | $ 31,727 | $ 108,481 | $ 104,493 |
Sales Contract Liability (Detai
Sales Contract Liability (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Nov. 30, 2021 | Nov. 30, 2020 | |
Movement In Contract With Customer, Liability [Roll Forward] | ||
Balance at February 28/29, | $ 16,138 | $ 18,418 |
Contract liabilities added during the period | 8,203 | 5,017 |
Sales recognized during the period | (9,608) | (11,914) |
Balance at November 30, | $ 14,733 | $ 11,521 |
Sales Future Revenues (Details)
Sales Future Revenues (Details) - USD ($) $ in Thousands | Nov. 30, 2021 | Feb. 28, 2021 | Nov. 30, 2020 | Feb. 29, 2020 |
Revenues [Abstract] | ||||
Contract liabilities | $ 14,733 | $ 16,138 | $ 11,521 | $ 18,418 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-12-01 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue, remaining performance obligation, amount | $ 3,600 | |||
Revenue, remaining performance obligation, expected timing of satisfaction, period | 3 months | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-06-01 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue, remaining performance obligation, amount | $ 9,900 | |||
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-06-01 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue, remaining performance obligation, amount | $ 1,000 | |||
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-06-01 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue, remaining performance obligation, amount | $ 200 | |||
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Segments (Details)
Segments (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Nov. 30, 2021USD ($) | Nov. 30, 2020USD ($) | Nov. 30, 2021USD ($)segment | Nov. 30, 2020USD ($) | Feb. 28, 2021USD ($) | |
Segment Reporting Information [Line Items] | |||||
Number of operating segments | segment | 2 | ||||
Operations and assets by segment | |||||
Revenues | $ 231,737 | $ 226,623 | $ 678,010 | $ 643,287 | |
Operating income: | 30,092 | 27,871 | 87,332 | 42,840 | |
Total assets: | 1,037,576 | 1,037,576 | $ 996,442 | ||
Property, plant and equipment, net | 199,886 | 199,886 | 205,909 | ||
United States | |||||
Operations and assets by segment | |||||
Revenues | 202,998 | 180,429 | 586,584 | 540,162 | |
Property, plant and equipment, net | 178,020 | 178,020 | 180,718 | ||
International | |||||
Operations and assets by segment | |||||
Revenues | 28,739 | 46,194 | 91,426 | 103,125 | |
Canada | |||||
Operations and assets by segment | |||||
Property, plant and equipment, net | 11,968 | 11,968 | 15,007 | ||
Other countries | |||||
Operations and assets by segment | |||||
Property, plant and equipment, net | 9,898 | 9,898 | 10,184 | ||
Corporate | |||||
Operations and assets by segment | |||||
Operating income: | (11,821) | (9,522) | (34,394) | (29,879) | |
Total assets: | 27,889 | 27,889 | 25,678 | ||
Metal Coatings | Operating Segments | |||||
Operations and assets by segment | |||||
Revenues | 133,373 | 115,616 | 390,701 | 351,643 | |
Operating income: | 32,724 | 28,671 | 95,888 | 69,355 | |
Total assets: | 493,700 | 493,700 | 480,778 | ||
Infrastructure Solutions | Operating Segments | |||||
Operations and assets by segment | |||||
Revenues | 98,364 | 111,007 | 287,309 | 291,644 | |
Operating income: | 9,189 | $ 8,722 | 25,838 | $ 3,364 | |
Total assets: | $ 515,987 | $ 515,987 | $ 489,986 |
Warranty Reserves (Details)
Warranty Reserves (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Nov. 30, 2021 | Nov. 30, 2020 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Opening Balance | $ 4,079 | $ 3,702 |
Warranty costs incurred | (357) | (1,251) |
Additions charged to income | 492 | 1,073 |
Transferred to held for sale | 0 | (478) |
Closing Balance | $ 4,214 | $ 3,046 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Nov. 30, 2021 | Feb. 28, 2021 |
Debt Instrument [Line Items] | ||
Total debt, gross | $ 192,000 | $ 179,000 |
Unamortized debt issuance costs | (532) | (581) |
Total debt, net | 191,468 | 178,419 |
Senior Notes | 2020 Senior Notes | ||
Debt Instrument [Line Items] | ||
Total debt, gross | 150,000 | 150,000 |
Revolving Credit Facility | Line of Credit | ||
Debt Instrument [Line Items] | ||
Total debt, gross | $ 42,000 | $ 29,000 |
Debt - Narrative (Details)
Debt - Narrative (Details) $ in Millions | Jul. 08, 2021USD ($) | Nov. 30, 2021 |
Debt Instrument [Line Items] | ||
Debt to EBITDA leverage ratio to be maintained, minimum | 3.25 | |
Minimum | Eurodollar | ||
Debt Instrument [Line Items] | ||
Line of credit facility, interest rate | 0.875% | |
Minimum | Base Rate | ||
Debt Instrument [Line Items] | ||
Line of credit facility, interest rate | 0.00% | |
Maximum | Eurodollar | ||
Debt Instrument [Line Items] | ||
Line of credit facility, interest rate | 1.75% | |
Maximum | Base Rate | ||
Debt Instrument [Line Items] | ||
Line of credit facility, interest rate | 0.75% | |
2021 Credit Agreement | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 400 | |
Accordion feature | 200 | |
2021 Credit Agreement | Standby And Commercial Letters Of Credit | ||
Debt Instrument [Line Items] | ||
Accordion feature | 85 | |
2021 Credit Agreement | Swing Line Loan | ||
Debt Instrument [Line Items] | ||
Accordion feature | $ 50 |
Leases - Lease Information (Det
Leases - Lease Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Nov. 30, 2021 | Nov. 30, 2020 | Nov. 30, 2021 | Nov. 30, 2020 | Feb. 28, 2021 | |
Leases [Abstract] | |||||
Operating cash flows from operating leases included in lease liabilities | $ 2,338 | $ 2,069 | $ 6,780 | $ 6,313 | |
Lease liabilities obtained from new ROU assets - operating | 376 | $ 0 | 13,646 | $ 1,529 | |
Operating and financing cash flows from financing leases included in lease liabilities | 37 | 74 | |||
Lease liabilities obtained from new ROU assets - financing | $ 348 | $ 362 | |||
Weighted-average remaining lease term - operating leases (years) | 7 years 10 months 17 days | 7 years 10 months 17 days | 6 years 11 months 1 day | ||
Weighted-average discount rate - operating leases | 4.46% | 4.46% | 4.71% | ||
Weighted-average remaining lease term - financing leases (years) | 4 years 6 months 14 days | 4 years 6 months 14 days | 4 years 3 months | ||
Weighted-average discount rate - financing leases | 4.46% | 4.46% | 4.00% |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2021 | Nov. 30, 2020 | Nov. 30, 2021 | Nov. 30, 2020 | |
Lessee, Lease, Description [Line Items] | ||||
Total lease expense | $ 3,718 | $ 3,545 | $ 11,236 | $ 11,713 |
Cost of sales | ||||
Lessee, Lease, Description [Line Items] | ||||
Total lease expense | 2,808 | 2,438 | 8,205 | 8,222 |
Selling, general and administrative | ||||
Lessee, Lease, Description [Line Items] | ||||
Total lease expense | $ 910 | $ 1,107 | $ 3,031 | $ 3,491 |
Leases - Lease Maturity (Detail
Leases - Lease Maturity (Details) $ in Thousands | Nov. 30, 2021USD ($) |
Operating Leases | |
2022 (remaining 3 months) | $ 2,301 |
2023 | 8,856 |
2024 | 7,973 |
2025 | 6,901 |
2026 | 5,358 |
Thereafter | 21,391 |
Total lease payments | 52,780 |
Less imputed interest | (8,691) |
Total | 44,089 |
Finance Leases | |
2022 (remaining 3 months) | 37 |
2023 | 147 |
2024 | 147 |
2025 | 145 |
2026 | 76 |
Thereafter | 72 |
Total lease payments | 624 |
Less imputed interest | (41) |
Total | 583 |
2022 (remaining 3 months) | 2,338 |
2023 | 9,003 |
2024 | 8,120 |
2025 | 7,046 |
2026 | 5,434 |
Thereafter | 21,463 |
Total lease payments | 53,404 |
Less imputed interest | (8,732) |
Total | $ 44,672 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2021 | Nov. 30, 2020 | Nov. 30, 2021 | Nov. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate (percent) | 22.00% | 25.10% | 22.90% | 32.30% |
Equity (Details)
Equity (Details) - 2020 Share Repurchase Program - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |
Nov. 30, 2021 | Nov. 30, 2021 | Nov. 10, 2020 | |
Equity, Class of Treasury Stock [Line Items] | |||
Stock repurchase program authorized amount | $ 100,000 | ||
Repurchase of common stock (in shares) | 148,021 | 564,300 | |
Repurchase of common stock, value | $ 7,636 | $ 28,869 | |
Shares repurchased, average price per share (in usd per share) | $ 51.59 | $ 51.16 |
Assets Held for Sale (Details)
Assets Held for Sale (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Nov. 30, 2021 | Nov. 30, 2020 | |
Liabilities | ||
Less: Impairment of carrying value of remaining assets held for sale to estimated sales price(1) | $ (7,030) | |
Disposal Group, Held-for-sale, Not Discontinued Operations | ||
Assets | ||
Accounts receivable | $ 3,399 | |
Inventories | 2,057 | |
Contract assets | 3,373 | |
Other current assets | 55 | |
Property, plant and equipment | 1,233 | |
Other assets | 87 | |
Goodwill | 1,693 | |
Liabilities | ||
Accounts payable | (608) | |
Contract liabilities | (913) | |
Other accrued liabilities | (2,451) | |
Other long term liabilities | (26) | |
Total carrying value | 7,899 | |
Less: Impairment of carrying value of remaining assets held for sale to estimated sales price(1) | (3,490) | |
Fair value of disposal group | $ 4,409 |
Restructuring and Impairment _3
Restructuring and Impairment Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Nov. 30, 2021 | Aug. 31, 2021 | Nov. 30, 2020 | Aug. 31, 2021 | Nov. 30, 2021 | Nov. 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and impairment charges | $ 0 | $ 1,576 | $ 0 | $ 20,269 | ||
Write down of excess inventory | $ 0 | 2,511 | ||||
Southern Mechanical Services | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Intangible impairment | $ 1,900 | $ 900 | ||||
Infrastructure Solutions | Operating Segments | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and impairment charges | 9,226 | |||||
Write down of excess inventory | 2,511 | |||||
Metal Coatings | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and impairment charges | $ 1,600 | |||||
Intangible impairment | 3,258 | |||||
Write down of excess inventory | 336 | |||||
Metal Coatings | Operating Segments | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and impairment charges | 11,043 | |||||
Write down of excess inventory | $ 0 |
Restructuring and Impairment _4
Restructuring and Impairment Charges - Schedule of Restructuring Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||
Nov. 30, 2021 | Nov. 30, 2020 | Aug. 31, 2021 | Nov. 30, 2021 | Nov. 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||||
Write down on assets held for sale to estimated sales price | $ 7,030 | ||||
Write down of assets expected to be abandoned | 6,922 | ||||
(Gain)/loss on sale of subsidiaries | $ 552 | 3,050 | |||
Write down of excess inventory | 0 | 2,511 | |||
Costs associated with assets held for sale | 756 | ||||
Total charges | $ 0 | $ 1,576 | $ 0 | 20,269 | |
Metal Coatings | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Write down on assets held for sale to estimated sales price | 2,956 | ||||
Write down of excess inventory | 336 | ||||
Total charges | $ 1,600 | ||||
Metal Coatings | Operating Segments | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Write down on assets held for sale to estimated sales price | 2,930 | ||||
Write down of assets expected to be abandoned | 6,922 | ||||
(Gain)/loss on sale of subsidiaries | 1,191 | ||||
Write down of excess inventory | 0 | ||||
Costs associated with assets held for sale | 0 | ||||
Total charges | 11,043 | ||||
Infrastructure Solutions | Operating Segments | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Write down on assets held for sale to estimated sales price | 4,100 | ||||
Write down of assets expected to be abandoned | 0 | ||||
(Gain)/loss on sale of subsidiaries | 1,859 | ||||
Write down of excess inventory | 2,511 | ||||
Costs associated with assets held for sale | 756 | ||||
Total charges | $ 9,226 |
Restructuring and Impairment _5
Restructuring and Impairment Charges - Metal Coatings Segment Closing Of Certain Locations (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Nov. 30, 2021 | Nov. 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||
Write down of excess inventory | $ 0 | $ 2,511 |
Write down on assets held for sale to estimated sales price | 7,030 | |
Metal Coatings | ||
Restructuring Cost and Reserve [Line Items] | ||
Write down of excess inventory | 336 | |
Write down on assets held for sale to estimated sales price | 2,956 | |
Intangible impairment | 3,258 | |
Other | 372 | |
Asset impairment charges | $ 6,922 |