Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Feb. 28, 2022 | Apr. 18, 2022 | Aug. 31, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Feb. 28, 2022 | ||
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 Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
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 | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1,356,781,534 | ||
Entity Common Stock, Shares Outstanding | 24,688,250 | ||
Documents Incorporated by Reference [Text Block] | Portions of the registrant's Proxy Statement for its 2020 Annual Meeting of Shareholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K are incorporated by reference into Part III, Items 10-14 of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0000008947 | ||
Current Fiscal Year End Date | --02-28 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2022 | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Feb. 28, 2022 | |
Audit Information [Abstract] | |
Auditor Firm ID | 248 |
Auditor Name | GRANT THORNTON LLP |
Auditor Location | Dallas, Texas |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Income Statement [Abstract] | |||
Sales | $ 902,664 | $ 838,917 | $ 1,061,817 |
Costs and Expenses | |||
Cost of sales | 677,441 | 650,170 | 824,589 |
Gross margin | 225,223 | 188,747 | 237,228 |
Selling, general and administrative | 113,680 | 107,134 | 139,253 |
Restructuring and impairment charges | (1,797) | 19,999 | 18,632 |
Operating income | 113,340 | 61,614 | 79,343 |
Interest expense | 6,395 | 9,648 | 13,463 |
Other expense, net | 600 | 969 | 990 |
Income before income taxes | 106,345 | 50,997 | 64,890 |
Income tax expense | 22,323 | 11,383 | 16,656 |
Net Income | $ 84,022 | $ 39,614 | $ 48,234 |
Earnings per common share | |||
Basic earnings per common share (usd per share) | $ 3.38 | $ 1.53 | $ 1.84 |
Diluted earnings per common share (usd per share) | $ 3.35 | $ 1.52 | $ 1.84 |
Weighted average shares outstanding | |||
Weighted average number common shares (shares) | 24,855,000 | 25,897,000 | 26,191,000 |
Weighted average number common shares and potentially dilutive common shares (shares) | 25,077,000 | 26,045,000 | 26,281,000 |
Cash dividends declared per common share (usd per share) | $ 0.68 | $ 0.68 | $ 0.68 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 84,022 | $ 39,614 | $ 48,234 |
Other Comprehensive Income (Loss): | |||
Foreign currency translation adjustment, net of income tax of $—, $— and $— | (2,310) | 5,865 | (2,093) |
Interest rate swap, net of income tax of $—, $27 and $29, respectively | 0 | (50) | (54) |
Other comprehensive income (loss) | (2,310) | 5,815 | (2,147) |
Comprehensive income | $ 81,712 | $ 45,429 | $ 46,087 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Foreign currency translation adjustments, tax | $ 0 | $ 0 | $ 0 |
Interest rate swap, income tax | $ 0 | $ 27 | $ 29 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Feb. 28, 2022 | Feb. 28, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 15,082 | $ 14,837 |
Accounts receivable, net of allowance for credit losses of $5,207 and $5,713 at February 28, 2022 and February 28, 2021, respectively | 167,016 | 128,765 |
Inventories: | ||
Raw material | 117,603 | 87,822 |
Work-in-process | 7,285 | 4,451 |
Finished goods | 1,212 | 1,546 |
Contract assets | 74,629 | 61,370 |
Prepaid expenses and other | 3,471 | 6,029 |
Assets held for sale | 235 | 235 |
Total current assets | 386,533 | 305,055 |
Property, plant and equipment, net | 230,848 | 207,089 |
Right-of-use assets | 43,286 | 37,801 |
Goodwill | 385,613 | 353,881 |
Deferred tax assets | 5,191 | 3,969 |
Intangibles and other assets, net | 81,557 | 91,432 |
Total assets | 1,133,028 | 999,227 |
Current liabilities: | ||
Accounts payable | 43,987 | 41,542 |
Income tax payable | 3,564 | 0 |
Accrued salaries and wages | 28,424 | 22,606 |
Other accrued liabilities | 24,092 | 27,645 |
Customer deposits | 681 | 348 |
Contract liabilities | 42,465 | 17,873 |
Lease liability, short-term | 7,318 | 6,619 |
Debt due within one year | 0 | 0 |
Total current liabilities | 150,531 | 116,633 |
Debt due after one year, net | 226,484 | 178,419 |
Lease liability, long-term | 35,610 | 32,631 |
Deferred tax liabilities | 47,672 | 39,283 |
Other long-term liabilities | 5,366 | 8,969 |
Total liabilities | 465,663 | 375,935 |
Commitments and contingencies (Note 15) | ||
Shareholders' Equity: | ||
Common Stock, $1.00 par value; 100,000 shares authorized; 24,688 and 25,108 shares issued and outstanding at February 28, 2022 and February 28, 2021, respectively | 24,688 | 25,108 |
Capital in excess of par value | 85,847 | 75,979 |
Retained earnings | 584,154 | 547,289 |
Accumulated other comprehensive loss | (27,324) | (25,084) |
Total shareholders’ equity | 667,365 | 623,292 |
Total liabilities and shareholders' equity | $ 1,133,028 | $ 999,227 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Feb. 28, 2022 | Feb. 28, 2021 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 5,207 | $ 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) | 24,688,000 | 25,108,000 |
Common stock, shares, outstanding (shares) | 24,688,000 | 25,108,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Cash Flows From Operating Activities: | |||
Net income | $ 84,022 | $ 39,614 | $ 48,234 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 44,665 | 44,603 | 50,194 |
Deferred income taxes | 3,467 | (1,561) | (2,617) |
Loss on disposal of business | 552 | 3,080 | 18,632 |
Loss on abandonment of long-lived assets | 6,923 | 0 | |
Loss (gain) on disposal group held for sale | (1,797) | 6,752 | 0 |
Write down of excess inventory | 0 | 2,511 | 0 |
Impairment loss on long lived assets | 0 | 0 | 9,157 |
Loss (gain) on sale of property, plant & equipment | 607 | 219 | (71) |
Share-based compensation expense | 9,449 | 7,330 | 6,290 |
Amortization of deferred debt issuance costs | 455 | 545 | 538 |
Bad debt expense | (377) | 1,040 | 2,734 |
Effects of changes in operating assets and liabilities, net of acquisitions: | |||
Accounts receivable | (34,609) | 7,926 | (1,006) |
Inventories | (27,871) | 2,145 | 25,875 |
Prepaid expenses and other assets | 794 | 6,497 | (291) |
Net change in contract assets and liabilities | 12,218 | 5,137 | (47,040) |
Accounts payable | 1,284 | (21,521) | 8,145 |
Other accrued liabilities and income taxes payable | (6,849) | (19,205) | 23,536 |
Net cash provided by operating activities: | 86,010 | 92,035 | 142,310 |
Cash flows from investing activities: | |||
Proceeds from the sale or insurance settlement of property, plant, and equipment | 2,789 | 461 | 340 |
Proceeds from sale of subsidiary, net | 0 | 12,444 | 23,584 |
Acquisition of subsidiaries, net of cash acquired | (61,219) | (4,419) | (60,628) |
Purchases of property, plant and equipment | (28,405) | (37,079) | (32,595) |
Net cash used in investing activities: | (86,835) | (28,593) | (69,299) |
Cash flows from financing activities: | |||
Proceeds from issuance of common stock | 2,788 | 2,832 | 3,113 |
Payments for taxes related to net share settlement of equity awards | (2,187) | (712) | (1,231) |
Proceeds from revolving loan | 296,000 | 228,000 | 428,500 |
Payments on revolving loan | (248,000) | (277,000) | (466,500) |
Proceeds from long-term debt | 0 | 150,000 | 0 |
Payments on long-term debt | 0 | (125,000) | 0 |
Debt issuance costs paid | 0 | (592) | 0 |
Repurchase and retirement of common stock | 30,815 | 48,311 | 5,799 |
Payment of dividends | (16,874) | (17,642) | (17,822) |
Net cash provided by (used in) financing activities: | 912 | (88,425) | (59,739) |
Effect of exchange rate changes on cash and cash equivalents | 158 | 3,133 | (590) |
Net change in cash and cash equivalents | 245 | (21,850) | 12,682 |
Cash and cash equivalents, beginning of year | 14,837 | 36,687 | 24,005 |
Cash and cash equivalents, end of year | 15,082 | 14,837 | 36,687 |
Supplemental disclosures of cash flow information: | |||
Cash paid for interest | 6,062 | 8,999 | 13,023 |
Cash paid for income taxes | $ 31,660 | $ 16,118 | $ 18,802 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Shareholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
Balance, beginning balance (shares) at Feb. 28, 2019 | 26,115 | ||||
Balance, beginning balance at Feb. 28, 2019 | $ 603,728 | $ 26,115 | $ 58,695 | $ 547,670 | $ (28,752) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation | 6,290 | 6,290 | |||
Common stock issued under stock-based plans and related income tax expense (shares) | 74 | ||||
Common stock issued under stock-based plans and related income tax expense | (1,231) | $ 74 | (1,305) | ||
Common stock issued under employee stock purchase plan (shares) | 90 | ||||
Common stock issued under employee stock purchase plan | 3,113 | $ 90 | 3,023 | ||
Repurchase and retirement of common stock (shares) | (131) | ||||
Repurchase and retirement of common stock | (5,799) | $ (131) | (5,668) | 0 | |
Cash dividends paid | (17,822) | (17,822) | |||
Net income | 48,234 | 48,234 | |||
Foreign currency translation | (2,093) | (2,093) | |||
Interest rate swap, net of tax | (54) | (54) | |||
Balance, ending balance (shares) at Feb. 29, 2020 | 26,148 | ||||
Balance, ending 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 | 7,330 | 7,330 | |||
Common stock issued under stock-based plans and related income tax expense (shares) | 83 | ||||
Common stock issued under stock-based plans and related income tax expense | (712) | $ 83 | (795) | ||
Common stock issued under employee stock purchase plan (shares) | 91 | ||||
Common stock issued under employee stock purchase plan | 2,832 | $ 91 | 2,741 | ||
Repurchase and retirement of common stock (shares) | 1,214 | ||||
Repurchase and retirement of common stock | 48,311 | $ 1,214 | 47,097 | ||
Cash dividends paid | (17,642) | (17,642) | |||
Net income | 39,614 | 39,614 | |||
Foreign currency translation | 5,865 | 5,865 | |||
Interest rate swap, net of tax | (50) | (50) | |||
Balance, ending balance (shares) at Feb. 28, 2021 | 25,108 | ||||
Balance, ending 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 | 9,449 | 9,449 | |||
Common stock issued under stock-based plans and related income tax expense (shares) | 109 | ||||
Common stock issued under stock-based plans and related income tax expense | (2,187) | $ 109 | (2,296) | ||
Common stock issued under employee stock purchase plan (shares) | 73 | ||||
Common stock issued under employee stock purchase plan | 2,788 | $ 73 | 2,715 | ||
Repurchase and retirement of common stock (shares) | 602 | ||||
Repurchase and retirement of common stock | 30,815 | $ 602 | 30,213 | ||
Cash dividends paid | (16,874) | (16,874) | |||
Net income | 84,022 | 84,022 | |||
Foreign currency translation | (2,310) | (70) | (2,240) | ||
Interest rate swap, net of tax | 0 | 0 | |||
Balance, ending balance (shares) at Feb. 28, 2022 | 24,688 | ||||
Balance, ending balance at Feb. 28, 2022 | $ 667,365 | $ 24,688 | $ 85,847 | $ 584,154 | $ (27,324) |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Feb. 28, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Organization AZZ Inc. (the “Company,” “AZZ” or “we”) operates primarily in the United States of America and Canada and also has operations in Brazil, China, the Netherlands, Poland and India. The Company has two reportable segments: Metal Coatings and Infrastructure Solutions. The Company's reportable segments are also referred to as operating segments. See Note 12 for information about the Company's operations by segment. Basis of consolidation The consolidated financial statements were prepared in accordance with the accounting principles generally accepted in the United States of America and include the accounts of the Company and its wholly owned subsidiaries. All material inter-company accounts and transactions have been eliminated in consolidation. Certain previously reported amounts have been reclassified to conform to current period presentation. See Note 13 for more information about assets reclassified from assets held for sale to assets held and used in the consolidated balance sheets as of February 28, 2021. 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 year ended February 28, 2022. 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 fiscal 2022, the Company continued to see improvement in sales and operating income in both of its reportable segments. Use of estimates The preparation of the financial statements in conformity with generally accepted accounting principles in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Concentrations of credit risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents and trade accounts receivable. The Company maintains cash and cash equivalents with various financial institutions. The Company's policy is designed to limit exposure to any one institution. The Company performs periodic evaluations of the relative credit standing of those financial institutions that are considered in the Company's banking relationships, and has not experienced any losses in such accounts. We believe we are not exposed to any significant credit risk related to cash and cash equivalents. The Company has limited concentrations of credit risk with respect to trade accounts receivable due to its multiple operating segments, large and diversified customer base and its geographic diversification. The Company performs ongoing evaluations of its customers' financial condition. Collateral is usually not required from customers as a condition of sale. Accounts receivable, net of allowance for credit losses Accounts receivable are stated amounts due from customers. The Company maintains an allowance for credit losses for estimated losses resulting from the inability of customers to make required payments. The Company treats trade accounts receivable as one portfolio and records an allowance based on a combination of management’s knowledge of its customer base, historical losses, current economic conditions and customer specific events. The Company adjusts this allowance based on specific information in connection with aged receivables. Accounts receivable are considered to be past due when payment is not received in accordance with the customer’s credit terms. Accounts are written off when management determines the account is uncollectible. Recoveries, unless material, are recorded against the allowance in the period received. The following table shows the changes in the allowance for credit losses for fiscal 2022, 2021 and 2020 (in thousands): 2022 2021 2020 Balance at beginning of year $ 5,713 $ 4,951 $ 2,267 Adjustment based on aged receivables analysis (377) 1,040 2,734 Charge-offs, net (116) (354) (129) Other (64) (41) 106 Effect of exchange rate changes 51 117 (27) Balance at end of year $ 5,207 $ 5,713 $ 4,951 Revenue recognition The Company recognizes revenue when all five of the following criteria have been satisfied: 1) Identification of the contract with a customer; 2) Identification of the performance obligations in the contract; 3) Determination of the transaction price; 4) Allocation of the transaction price to performance obligations in the contract; and 5) Fulfillment of performance obligations. Revenue is recognized when control of the promised goods or services is transferred to the Company’s customers, in an amount that reflects the consideration that it expects to be entitled to in exchange for those goods or services. The amount and timing of revenue recognition varies by segment, based on the nature of the goods or services provided and the terms and conditions of the customer contract. Metal Coatings Segment AZZ's Metal Coatings segment is a provider of hot-dip galvanizing, powder coating, anodizing and plating, and other metal coating applications to the steel fabrication and other industries. Within this segment, the contract is typically governed by a customer purchase order or work order. The contract generally specifies the delivery of what constitutes a single performance obligation consisting of metal coating services. The Company recognizes sales over time as the metal coating is applied to customer provided material as the process enhances a customer controlled asset. Contract modifications are rare within this segment and most contracts are on a fixed price basis with no variable consideration. Infrastructure Solutions segment AZZ's Infrastructure Solutions segment is a provider of specialized products and services designed to support industrial and electrical applications. Within this segment, the contract is governed by a customer purchase order and an executed product or services agreement. The contract generally specifies the delivery of what constitutes a single performance obligation consisting of either custom built products, custom services, or off-the-shelf products. For arrangements with multiple performance obligations, the transaction price is allocated to each performance obligation, based on the relative standalone selling prices of the goods or services being provided, and revenue is recognized upon the satisfaction of each performance obligation. The Company combines contracts for revenue recognition purposes that are executed with the same customer within a short timeframe from each other and that purport to be for a single commercial objective. For custom built products, the Company recognizes sales over time, provided that the goods do not have an alternative use to the Company and the Company has an unconditional right to payment for work completed to date plus a reasonable margin. For custom services, which consist of specialized welding and other professional services, the Company recognizes sales over time as the services are rendered, because the services enhance a customer owned asset. For off-the-shelf products, which consist of tubing and lighting products, the Company recognizes revenue upon the transfer of the goods to the customer. For sales recognized over time, the Company generally uses the cost-to-cost method of revenue recognition. Under this approach, the extent of progress towards completion is measured based on the ratio of costs incurred to date versus the total estimated costs upon completion of the project. This requires the Company to estimate the total contract sales, project costs and margin, which can involve significant management judgment. As a significant change in one or more of these estimates could affect the profitability of the Company’s contracts, management reviews and updates its contract related estimates regularly. The Company recognizes adjustments in estimated margin on contracts on a cumulative catch-up basis, and subsequent sales are recognized using the adjusted estimate. If the estimate of contract margin indicates an anticipated loss on the contract, the Company recognizes the total estimated loss in the period it is identified. Due to the custom nature of the goods and services provided, contracts within the Infrastructure Solutions segment are often modified to account for changes in contract specifications and requirements. A contract modification exists when the modification either creates new, or changes the existing, enforceable rights and obligations in the contract. For the Company, most contract modifications are related to goods or services that are not distinct from those in the original contract due to the significant interrelationship or interdependencies between the deliverables. Such modifications are accounted for as if they were part of the original contract. As a result, the transaction price and the measure of progress for the performance obligation to which it relates, is recognized as an adjustment to sales on a cumulative catch-up basis. In addition to fixed consideration, the Company’s contracts within its Infrastructure Solutions segment may include variable consideration, including claims, incentive fees, liquidated damages or other penalties. The Company recognizes revenue for variable consideration when it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The Company estimates the amount of revenue to be recognized on variable consideration using the expected value or the most likely amount method, whichever is expected to better predict the amount. Contract Assets and Liabilities The timing of revenue 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 the Company’s 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 achievement of contractual milestones. Billing can occur subsequent to revenue recognition, resulting in contract assets. In addition, the Company can receive advances or deposits from its customers, before revenue is 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 fiscal year 2022 and 2021 (in thousands): 2022 2021 Balance at beginning of period $ 17,873 $ 18,418 Contract liabilities added during the period 38,085 13,603 Sales recognized during the period (13,493) (14,148) Balance at end of period $ 42,465 $ 17,873 The Company expects to recognize sales of approximately $36.7 million, $5.6 million, $0.1 million and $0.1 million in fiscal 2023, 2024, 2025 and 2026, respectively, related to the $42.5 million balance of contract liabilities as of February 28, 2022. The increases or decreases in accounts receivable, contract assets and contract liabilities during fiscal year 2022 were primarily due to normal timing differences between the Company’s performance and customer payments, divestitures, and, to a lesser extent, customer inspection delays and effects of COVID-19 on the Company's customers. The increase in contract liabilities in fiscal 2022 is primarily due to an increase in orders in the Company's Infrastructure Solutions segment. The acquisitions for fiscal year 2022 described in Note 14 had no impact on contract assets or liabilities as of the date of acquisition. Other No general rights of return exist for customers, and the Company establishes provisions for estimated warranties. The Company generally does not sell extended warranties. Revenue is recognized net of applicable sales and other taxes. The Company does not adjust the contract price for the effects of a significant financing component if the Company expects, at contract inception, that the period between when the Company transfers a good or service to a customer and when the customer pays for that good or service will be one year or less, which is generally the case. Sales commissions are deferred and recognized over the same period as the related sales. Shipping and handling is treated as a fulfillment obligation instead of a separate performance obligation and such costs are expensed as incurred. Disaggregated Revenue Revenue by segment and geography is disclosed in Note 12. In addition, the following table presents disaggregated revenue by customer industry for fiscal years 2022, 2021 and 2020 (in thousands): 2022 2021 2020 Sales: Industrial $ 559,653 $ 511,740 $ 605,236 Transmission and distribution 189,559 209,729 254,836 Power generation 153,452 117,448 201,745 Total sales $ 902,664 $ 838,917 $ 1,061,817 Cash and cash equivalents The Company considers cash and cash equivalents to include cash on hand, deposits with banks and all highly liquid investments with an original maturity of three months or less. Cash and cash equivalents includes restricted cash of $0.3 million and $0.9 million as of February 28, 2022 and February 28, 2021, respectively, in support of bank guarantees for certain customers and leased facilities in international locations. Non-cash investing and financing activities The Company had $0.9 million, $1.5 million and $2.4 million of accrued capital expenditures at the end of fiscal 2022, 2021 and 2020, respectively, which are excluded from the consolidated statements of cash flows until paid. Inventories Inventories are stated at the lower of cost or market value. Cost is determined principally using a weighted-average method for the Infrastructure Solutions segment and the first-in-first-out (FIFO) method for the Metal Coatings segment. The Company determines the reserves for excess quantities and obsolescence based on forecasted demand within specific time horizons, technological obsolescence, and an assessment of any inventory that is not in sellable condition, and records a charge to reduce inventory to its net realizable value. For information related to charges recognized to reduce inventory in the Infrastructure Solutions segment to its net realizable value in fiscal 2021, see Note 13. Property, plant and equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets as follows: Buildings and structures 10-25 years Machinery and equipment 3-15 years Furniture and fixtures 3-15 years Automotive equipment 3 years Computers and software 3-7 years Repairs and maintenance are charged to expense as incurred; renewals and betterments that significantly extend the useful life of the asset are capitalized. Amortizable intangible and long-lived assets Purchased intangible assets on the consolidated balance sheets are comprised of customer relationships, non-compete agreements, trademarks, technology and certifications. Such intangible assets (excluding indefinite-lived intangible assets) are amortized on a straight-line basis over the estimated useful lives of the assets ranging from two fair value. The Company did not recognize any impairment charges for fiscal year 2022. For fiscal year 2021, the Company recorded charges of $13.7 million to write-down certain property, plant and equipment and other intangible assets that were held for sale or abandoned. In addition, for fiscal year 2020, the Company recorded impairment losses of $9.2 million. See Note 13 for additional information about these impairment charges. When there is a change to a plan of sale, and the assets are reclassified from held for sale to held and used, the long-lived assets would be reported at the lower of (i) the carrying amount before held for sale designation, adjusted for depreciation that would have been recognized if the assets had not been classified as held for sale, or (ii) the fair value at the date the assets no longer satisfy the criteria for classification as held for sale. Investments in real estate are classified as held for sale in the period in which certain criteria are met including when management commits to a plan to sell, an active program to locate a buyer has been initiated, the sale is probable, and actions required to complete the plan of sale indicate that it is unlikely that significant changes to the plan of sale will be made or the plan of sale will be withdrawn. See Note 13 for additional information. Goodwill and other indefinite-lived intangible assets Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in a business combination. The Company tests goodwill with an indefinite life for potential impairment annually as of December 31 and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount, which would result in impairment. Goodwill is tested for impairment at the reporting unit level. A reporting unit is an operating segment or a component of an operating segment. The test is calculated using an income approach and market approach, which are Level 3 fair value inputs, as described in "Financial instruments" below. Based on the results of its analysis, the Company determines whether an impairment may exist. A significant change in projected cash flows or cost of capital for future years could result in an impairment of goodwill in future years. Variables impacting future cash flows include, but are not limited to, the level of customer demand for and response to products and services we offer to the power generation market, the electrical transmission and distribution markets, the general industrial market and the hot-dip galvanizing market; changes in economic conditions of these various markets; raw material and natural gas costs and availability of experienced labor and management to implement our growth strategies. For fiscal years 2022, 2021 and 2020, no goodwill impairment losses were recognized. See Note 3 for information about the goodwill write-off related to divestitures in fiscal 2021 and 2020. Other indefinite-lived intangible assets consist of certain tradenames that were obtained through acquisitions. The Company tests intangible assets with an indefinite life for potential impairment annually as of December 31 and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the intangible asset below its carrying amount, which would result in impairment. The Company performed its annual indefinite-lived intangible asset impairment test as of December 31, 2021. The Company elected to perform a qualitative assessment and determined that no conditions existed that would make it more likely than not that the indefinite-lived intangible assets were impaired. Therefore, no further quantitative assessment was required. For fiscal 2022, 2021 and 2020, no impairment losses related to these indefinite-lived intangible assets were recorded. Debt issuance costs Debt issuance costs that are incurred by the Company in connection with the issuance of debt are amortized to interest expense using the effective interest rate method over the term of the debt. Costs related to the Company’s revolving credit facility are included in "Intangibles and other assets, net" on the consolidated balance sheets. Costs related to the Company's senior notes are presented as a reduction to long-term debt on the consolidated balance sheets. Income taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company recognizes a valuation allowance against net deferred tax assets to the extent that the Company believes those net assets are not more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines that it would be able to realize its deferred tax assets in the future in excess of their net recorded amount, the Company would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. As applicable, the Company records uncertain tax positions on the basis of a two-step process whereby (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company is subject to taxation in the U.S. and various state, provincial, local, and foreign jurisdictions. With few exceptions, as of February 28, 2022, the Company is no longer subject to U.S. federal or state examinations by tax authorities for years before fiscal 2019. Financial instruments Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Certain of the Company’s assets and liabilities, which are carried at fair value, are classified in one of the following three categories: • Level 1: Quoted market prices in active markets for identical assets or liabilities; • Level 2: Observable market-based inputs, other than Level 1, or unobservable inputs that are corroborated by market data; or • Level 3: Unobservable inputs that are not corroborated by market data and reflect the Company’s own assumptions. The carrying amount of the Company's financial instruments (cash equivalents, accounts receivable, accounts payable, accrued liabilities and the revolving credit facility) approximates the fair value of these instruments based upon either their short-term nature or their variable market rate of interest. As of February 28, 2022 and 2021, the fair value of the $150.0 million outstanding 2020 Senior Notes was approximately $144.0 million and $144.8 million, respectively. These fair values were determined using the discounted cash flow at the market rate as well as the applicable market interest rates, which are classified as Level 2 inputs. Warranty reserves A reserve has been established to provide for the estimated future cost of warranties on a portion of the Company’s delivered products, and is included in "Other accrued liabilities" in the consolidated balance sheets. Warranties cover such factors as non-conformance to specifications and defects in material and workmanship. A provision for warranty on products is made on the basis of the Company's historical experience and identified warranty issues. Management assesses the adequacy of its warranty reserve on a quarterly basis, and adjustments are made as necessary. The following table shows the changes in the Company’s warranty reserve for fiscal year 2022, 2021 and 2020 (in thousands): 2022 2021 2020 Balance at beginning of period $ 4,460 $ 3,702 $ 1,751 Warranty costs incurred (1,136) (1,865) (2,118) Additions charged to income 362 2,623 4,069 Balance at end of period $ 3,686 $ 4,460 $ 3,702 Foreign Currency Translation The local currency is the functional currency for the Company’s foreign operations. Related assets and liabilities are translated into United States dollars at exchange rates existing at the balance sheet date, and revenues and expenses are translated at weighted-average exchange rates. The foreign currency translation adjustment is recorded as a separate component of shareholders’ equity and is included in accumulated other comprehensive income (loss). Accumulated Other Comprehensive Loss The components of accumulated other comprehensive loss consisted of the following as of February 28, 2022 and February 28, 2021 (in thousands): 2022 2021 Foreign currency translation adjustments $ (27,324) $ (25,084) Accumulated other comprehensive loss $ (27,324) $ (25,084) Accruals for Contingent Liabilities The Company is subject to the possibility of various loss contingencies arising in the normal course of business. The amounts the Company may record for estimated claims, such as self-insurance programs, warranty, environmental, legal, and other contingent liabilities, requires the Company to make judgments regarding the amount of expenses that will ultimately be incurred. The Company uses past history and experience and other specific circumstances surrounding these claims in evaluating the amount of liability that should be recorded. Due to the inherent limitations in estimating future events, actual amounts paid or transferred may differ from those estimates. Leases The Company is a lessee under various leases for facilities and equipment. For such leases, the Company recognizes a right-of-use ("ROU") asset and lease liability on the consolidated balance sheet as of the lease commencement date based on the present value of the future minimum lease payments. An ROU asset represents the Company's right to use an underlying asset during the lease term and a lease liability represents the Company's obligation to make lease payments. However, for short-term leases with an initial term of twelve months or less that do not contain an option to purchase that is likely to be exercised, the Company does not record ROU assets or lease liabilities on the consolidated balance sheet. The Company's uses its incremental borrowing rate to determine the present value of future payments unless the implicit rate in the lease is readily determinable. The incremental borrowing rate is calculated based on what the Company would pay to borrow on a collateralized basis, over a similar term, based on information available at lease commencement. In determining the future minimum lease payments, the Company incorporates options to extend or terminate the lease when it is reasonably certain that such options will be exercised. The ROU asset includes any initial direct costs incurred and is recorded net of any lease incentives received. Leasehold improvements are capitalized and depreciated over the term of the lease, including any options for which the Company is reasonably certain will be exercised, with a maximum of 10 years. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term, as the ROU asset is amortized and the lease liability is accreted. For its facility leases, the Company accounts for lease and non-lease components on a combined basis, and for its equipment leases, lease and non-lease components are accounted for separately. Some of the Company's lease agreements may include rental payments that adjust periodically for inflation or are based on an index rate which are included as variable lease payments. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants. Recently Adopted Accounting Pronouncements In December 2019, the 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. ASU 2019-12 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 Not Yet Adopted 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 |
Property, Plant and Equipment (
Property, Plant and Equipment (Notes) | 12 Months Ended |
Feb. 28, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment consisted of the following as of February 28, 2022 and February 28, 2021 (in thousands): 2022 2021 Land $ 22,318 $ 21,439 Building and structures 176,747 158,190 Machinery and equipment 283,333 253,027 Furniture, fixtures, software and computers 33,994 31,695 Automotive equipment 5,350 3,714 Construction in progress 14,623 26,223 536,365 494,288 Less accumulated depreciation (305,517) (287,199) Property, plant, and equipment, net $ 230,848 $ 207,089 The following table outlines the classification of depreciation expense in the consolidated statements of income for fiscal 2022, 2021, and 2020 (in thousands): 2022 2021 2020 Cost of sales $ 30,357 $ 29,884 $ 30,721 Selling, general and administrative 2,004 2,319 2,349 Total depreciation expense $ 32,361 $ 32,203 $ 33,070 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Feb. 28, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill and indefinite-lived intangible assets are not amortized but are subject to annual impairment tests. Other intangible assets are amortized over their estimated useful lives. Changes in goodwill by segment for fiscal years 2022 and 2021 were as follows (in thousands): 2022 Segment Beginning Balance Acquisitions Divestiture Other Currency Translation Adjustment Ending Balance Metal Coatings $ 158,659 $ 32,389 $ — $ (477) $ (180) $ 190,391 Infrastructure Solutions 195,222 — — — — 195,222 Total $ 353,881 $ 32,389 $ — $ (477) $ (180) $ 385,613 2021 Segment Beginning Balance Acquisitions Divestiture Other Currency Translation Adjustment Ending Balance Metal Coatings $ 157,048 $ 1,551 $ (1,132) $ — $ 1,192 $ 158,659 Infrastructure Solutions 199,177 — (2,262) (1,693) — 195,222 Total $ 356,225 $ 1,551 $ (3,394) $ (1,693) $ 1,192 $ 353,881 Goodwill is evaluated for impairment on at least an annual basis, or more frequently if indicators of impairment exist. The impairment tests are based on Level 3 fair value inputs. Fair value is an exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. During fiscal 2021 and 2020, the Company continued to execute its strategy to divest of non-core businesses, which included the divestiture of businesses serving customers in the nuclear power businesses. In connection with these activities, the Company allocated goodwill to the businesses disposed of or held for sale based on the relative fair value of those businesses in the reporting unit to which the goodwill applied. The determination of the amount of goodwill to allocate to the disposal group as opposed to the ongoing operations required significant management judgment regarding future cash flows, discount rates and other market relevant data. During fiscal 2022, the Company made changes to a plan of sale for a business that was previously held for sale in the Infrastructure Solutions segment. The Company had previously recognized the impact of the impairment in the prior year related to this business. This business was reclassified from assets held for sale into assets held and used during fiscal 2022. See Note 13 for more information. In February 2020, the Company completed the sale of its nuclear logistics business reported within its Infrastructure Solutions segment. The Company allocated $7.9 million of goodwill to this business, which was written off upon the completion of the sale. The estimate of goodwill to allocate to the disposal group required significant management judgment regarding future cash flows, discount rates and other market relevant data. See Note 13 for more information. The Company completed its fiscal 2022 annual goodwill impairment analysis as of December 31, 2021 and concluded that no impairment existed at any of its reporting units as of the testing date. Amortizable intangible assets consisted of the following as of February 28, 2022 and February 28, 2021 (in thousands): Weighted-Average Life (Years) 2022 2021 Customer related intangibles 15 $ 149,796 $ 145,782 Non-compete agreements 12 7,903 8,803 Trademarks 21.0 23,303 26,695 Technology 25.0 2,554 2,554 Certifications 8 408 399 Gross intangible assets 183,964 184,233 Less accumulated amortization (111,638) (100,342) Total amortizable intangible assets, net $ 72,326 $ 83,891 The following table outlines the classification of amortization expense in the statements of income for fiscal 2022, 2021, and 2020 (in thousands): 2022 2021 2020 Cost of sales $ 6,658 $ 6,838 $ 6,873 Selling, general and administrative 5,646 5,562 10,251 Total amortization expense $ 12,304 $ 12,400 $ 17,124 In addition, for fiscal 2020, intangibles with a net carrying value of approximately $14.6 million were written-off as part of the sale of the nuclear logistics business and nuclear-related intangibles with a carrying value of approximately $7.2 million were impaired as part of the exit from the nuclear certified portion of the industrial welding solutions business. See Note 13 for more information. In addition to its amortizable intangible assets, the Company has recorded indefinite-lived intangible assets of $3.4 million on the consolidated balance sheets as of February 28, 2022 and February 28, 2021, related to certain tradenames acquired as part of prior business acquisitions. These indefinite-lived intangible assets are not amortized, but are assessed for impairment annually or whenever an impairment may be indicated. During fiscal 2022 and 2021, the Company performed an annual review of its indefinite-lived intangibles and no impairment was indicated. The following summarizes the estimated amortization expense for the next five fiscal years and beyond (in thousands): 2023 $ 11,741 2024 9,913 2025 9,104 2026 9,075 2027 8,808 Thereafter 23,685 Total $ 72,326 |
Other Accrued Liabilities
Other Accrued Liabilities | 12 Months Ended |
Feb. 28, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Other Accrued Liabilities | Other Accrued Liabilities Other accrued liabilities consisted of the following as of February 28, 2022 and February 28, 2021 (in thousands): 2022 2021 Accrued interest $ 789 $ 957 Accrued warranty 3,686 4,460 Commissions 2,959 3,618 Personnel expenses 6,539 9,709 Group medical insurance 2,575 2,517 Sales and other taxes payable 3,850 2,592 Other 3,694 3,792 Total $ 24,092 $ 27,645 |
Leases
Leases | 12 Months Ended |
Feb. 28, 2022 | |
Leases [Abstract] | |
Leases | Leases The Company is a lessee under various leases for facilities and equipment. See Note 1 for a description of the Company's accounting policy for leases. As of February 28, 2022, the Company was the lessee for 156 operating leases with terms of 12 months or more and 10 finance leases. Many of the operating leases either have renewal options of between one and five years or convert to month-to-month agreements at the end of the specified lease term. The Company’s operating leases are primarily for (i) operating facilities, (ii) vehicles and equipment used in operations, (iii) facilities used for back-office functions and (iv) equipment used for back-office functions. The majority of the Company’s long-term lease expenses are at fixed prices. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheets and the Company recognizes lease expense for these leases on a straight-line basis over the lease term. The Company has a significant number of short-term leases, including month-to-month agreements, some of which continue in perpetuity until the lessor or the Company terminates the lease agreement. The Company's short-term lease agreements include expenses incurred hourly, daily, monthly and for other durations of time of one year or less. The Company’s future lease commitments as of February 28, 2022 do not reflect all of the Company’s short-term lease commitments. The following table outlines the classification of the Company's right-of-use asset and lease liabilities in the balance sheets for fiscal 2022 and 2021 (in thousands): Balance Sheet Classification February 28, 2022 February 28, 2021 Assets Right-of-use assets Right-of-use assets $ 43,286 $ 37,801 Liabilities Operating lease liabilities ― ST Lease liability - short-term 7,140 6,552 Operating lease liabilities ― LT Lease liability - long-term 34,965 32,405 Finance lease liabilities ― ST Lease liability - short-term 178 66 Finance lease liabilities ― LT Lease liability - long-term 645 226 The following table outlines the classification of lease expense in the statements of income for fiscal 2022, 2021, and 2020 (in thousands): 2022 2021 2020 Cost of sales $ 11,070 $ 10,533 $ 13,521 Selling, general and administrative 3,959 4,485 4,923 Total lease cost $ 15,029 $ 15,018 $ 18,444 As of February 28, 2022, maturities of the Company's lease liabilities were as follows (in thousands): Fiscal year: Operating Leases Finance Leases Total 2023 $ 8,880 $ 199 $ 9,079 2024 7,930 199 8,129 2025 6,838 196 7,034 2026 5,302 132 5,434 2027 5,009 105 5,114 Thereafter 16,331 46 16,377 Total lease payments 50,290 877 51,167 Less imputed interest (8,183) (56) (8,239) Total 42,107 821 42,928 Supplemental information related to the Company's portfolio of leases was as follows (in thousands, except years and percentages): 2022 2021 Operating cash flows from operating leases included in lease liabilities $ 9,044 $ 8,143 Lease liabilities obtained from new ROU assets - operating $ 13,389 $ 2,186 Weighted-average remaining lease term - operating leases 7.90 years 6.92 years Weighted-average discount rate - operating leases 4.56 % 4.71 % Operating and financing cash flows from financing leases included in lease liabilities $ 100 $ 25 Lease liabilities obtained from new ROU assets - financing $ 519 $ 230 Weighted-average remaining lease term - financing leases 4.73 years 4.25 years Weighted-average discount rate - financing leases 2.95 % 4.00 % |
Debt
Debt | 12 Months Ended |
Feb. 28, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Debt The Company’s long-term debt instruments and balances outstanding as of February 28, 2022 and February 28, 2021 were as follows (in thousands): 2022 2021 Revolving Credit Facility $ 77,000 $ 29,000 2020 Senior Notes 150,000 150,000 Total debt, gross 227,000 179,000 Unamortized debt issuance costs (516) (581) Total debt, net 226,484 178,419 Less amount due within one year — — Debt due after one year, net $ 226,484 $ 178,419 2017 Revolving Credit Facility On March 21, 2017, the Company executed the Amended and Restated Credit Agreement (the “2017 Credit Agreement”) with Bank of America and other lenders, which amended its previous credit agreement. The 2017 Credit Agreement was scheduled to mature on March 21, 2022, and included the following provisions: (i) provided for a senior revolving credit facility in a principal amount of up to $450.0 million, with an additional $150.0 million accordion, (ii) included a $75.0 million sublimit for the issuance of standby and commercial letters of credit, (iii) included a $30.0 million sublimit for swing line loans, (iv) restricted indebtedness incurred with respect to capital leases, synthetic lease obligations and purchase money obligations not to exceed $20.0 million, (v) restricted investments in any foreign subsidiaries not to exceed $50.0 million in the aggregate, and (vi) included various financial covenants and certain restricted payments relating to dividends and share repurchases as specifically set forth in the 2017 Credit Agreement. Interest rates for borrowings under the 2017 Credit Agreement were based on either a Eurodollar Rate or a Base Rate plus a margin, ranging from 0.875% to 1.875% depending on our Leverage Ratio (as defined in the 2017 Credit Agreement). The Eurodollar Rate was defined as LIBOR for a term equivalent to the borrowing term (or other similar interbank rates if LIBOR is unavailable). The Base Rate was defined as the highest of the applicable Fed Funds rate plus 0.50%, the Prime rate, or the Eurodollar Rate plus 1.0% at the time of borrowing. The 2017 Credit Agreement also carried a Commitment Fee for the unfunded portion ranging from 0.175% to 0.30% per annum, depending on our Leverage Ratio. On July 8, 2021, the 2017 Credit Agreement was replaced with the 2021 Credit Agreement, which is described below. 2021 Credit Agreement On July 8, 2021, the Company refinanced the 2017 Credit Agreement, which was scheduled to mature in March 2022, with a new five-year unsecured revolving credit facility under a credit agreement, 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 bps to 175 bps for Eurodollar Rate loans, and from 0.0 bps to 75 bps for Base Rate loans, 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 quarter end. The effective interest rate for the 2021 Credit Agreement was 2.49% as of February 28, 2022. The proceeds of the loans under the 2021 Credit Agreement are used primarily to finance working capital needs, capital improvements, dividends, future acquisitions and for general corporate purposes. As of February 28, 2022, we had $77.0 million of outstanding debt against the 2021 Credit Agreement and letters of credit outstanding under the 2021 Credit Agreement in the amount of $9.7 million, resulting in approximately $313.3 million of additional credit available. 2020 Senior Notes On October 9, 2020, the Company completed a private placement transaction and entered into a Note Purchase Agreement, whereby the Company agreed to borrow $150.0 million of senior unsecured notes (the “2020 Senior Notes”), consisting of two separate tranches: • 7-year borrowing: $70.0 million priced at 2.77% coupon; and • 12-year borrowing: $80.0 million priced at 3.17% coupon. The $80.0 million tranche was funded on December 17, 2020. The $70.0 million tranche was funded in January 2021. The Company used the proceeds to repay the existing $125.0 million 5.42% Senior Notes that matured on January 20, 2021, as well as for general corporate purposes. Interest on the 2020 Senior Notes is paid semi-annually. In connection with the 2020 Senior Notes, the Company incurred debt issuance costs of approximately $0.6 million. These costs have been allocated between the two tranches and are being amortized over periods of seven and 12 years, and are included in “Debt due after one year, net” in the consolidated balance sheets. The Company's debt agreements require the Company to maintain certain financial ratios. As of February 28, 2022, the Company was in compliance with all covenants or other requirements set forth in the debt agreements. For each of the five years after February 28, 2022, required principal payments under the terms of the long-term debt, including the 2021 Credit Agreement, are as follows (dollars in thousands): Fiscal Year: Future Debt Maturities 2023 $ — 2024 — 2025 — 2026 — 2027 77,000 Thereafter 150,000 Total $ 227,000 |
Income Taxes
Income Taxes | 12 Months Ended |
Feb. 28, 2022 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Income Taxes The provision for income taxes for fiscal year 2022, 2021 and 2020 consisted of the following (in thousands): 2022 2021 2020 Income before income taxes: Domestic $ 98,610 $ 46,766 $ 44,406 Foreign 7,735 4,231 20,484 Income before income taxes $ 106,345 $ 50,997 $ 64,890 Current provision: Federal $ 15,644 $ 9,532 $ 12,563 Foreign 738 2,660 5,259 State and local 2,547 1,754 1,451 Total current provision for income taxes $ 18,929 $ 13,946 $ 19,273 Deferred provision (benefit): Federal $ 4,407 $ (2,165) $ (1,452) Foreign (1,540) (2,294) (21) State and local 527 1,896 (1,144) Total deferred provision for (benefit from) income taxes $ 3,394 $ (2,563) $ (2,617) Total provision for income taxes $ 22,323 $ 11,383 $ 16,656 A reconciliation from the federal statutory income tax rate to the effective income tax rate is as follows for the prior three fiscal years: 2022 2021 2020 Statutory federal income tax rate 21.0 % 21.0 % 21.0 % Permanent differences (0.5) (0.1) 0.1 State income taxes, net of federal income tax benefit 1.9 5.4 — Valuation allowance (0.5) (0.4) — Stock compensation 0.1 1.1 — Tax credits (1.4) (3.4) 2.0 Foreign tax rate differential 0.5 0.1 1.4 Uncertain tax positions (1.1) (1.0) 1.4 Audit settlement 0.7 1.9 — Other 0.4 (2.3) (0.2) Effective income tax rate 21.0 % 22.3 % 25.7 % Deferred federal and state income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial accounting purposes and the amounts used for income tax purposes. Significant components of the Company’s net deferred income tax liability are as follows for fiscal year 2022 and 2021 (in thousands): 2022 2021 Deferred income tax assets: Employee related items $ 3,750 $ 3,282 Inventories 6,536 5,729 Accrued warranty 459 429 Accounts receivable 2,347 Lease liabilities 8,200 8,962 Other deferred income tax assets 92 239 Net operating loss and other credit carry-forwards 10,418 6,649 $ 29,455 $ 27,637 Less: valuation allowance (142) (689) Total deferred income tax assets 29,313 26,948 Deferred income tax liabilities: Depreciation methods and property basis differences $ (20,688) $ (18,982) Right-of-use lease assets (7,809) (8,623) Accounts receivable (619) — Other assets and tax-deductible goodwill (42,678) (34,740) Total deferred income tax liabilities (71,794) -71794000 (62,345) Net deferred income tax liabilities $ (42,481) $ (35,397) As of February 28, 2022, the Company had pretax state NOL carry-forwards of $70.1 million which, if unused, will begin to expire in 2023 and pretax foreign NOL carry-forwards of $14.0 million, which, if unused, will begin to expire in 2026 . As of fiscal year end 2022 and 2021, a portion of the Company's deferred tax assets were the result of state and foreign jurisdiction NOL carry-forwards and state credit carry-forwards. The Company believes that it is more likely than not that the benefit from certain foreign NOL carry-forwards and state credit carry-forwards will not be realized. In recognition of this risk, the Company has provided a valuation allowance of $0.1 million and $0.7 million as of fiscal year end 2022 and 2021, respectively. The calculation of the Company's tax liabilities involves dealing with uncertainties in the application of complex tax laws and regulations in a multitude of jurisdictions across the Company's global operations. Generally accepted accounting principles in the United States of America ("GAAP") states that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, on the basis of the technical merits. The Company may (1) record unrecognized tax benefits as liabilities in accordance with GAAP and (2) adjust these liabilities when the Company's judgment changes as a result of the evaluation of new information not previously available. Because of the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from the Company's current estimate of the unrecognized tax benefit liabilities. These differences will be reflected as increases or decreases to income tax expense in the period in which new information becomes available. A reconciliation of the beginning and ending balance of total unrecognized tax benefits, which is included in "Other long-term liabilities" in the consolidated balance sheets for the years ended February 28, 2022 and 2021 is as follows (in thousands): 2022 2021 Balance at beginning of period $ 3,350 $ 2,531 Increase for tax positions related to current periods: — — Gross increases 513 5,617 Gross decreases (260) — Increase for tax positions related to prior periods: Gross increases 997 — Gross decreases (356) (1,263) Decreases related to settlements with taxing authorities (691) (642) Lapse of statute of limitations (1,259) (2,893) Balance at end of period $ 2,294 $ 3,350 Current year increases to our Uncertain Tax Positions (“UTPs”) primarily relate to matters related to research and development credits and stock compensation. Current year decreases primarily relate to the lapse of the statute of limitations in certain jurisdictions and settlements with certain taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income tax expense. Penalties and interest credited for fiscal 2022 and 2021 were $(0.2) million and $(0.4) million, respectively. The Company has prior year tax returns currently being examined in one state and does not have any other returns currently being examined by taxing authorities. The Company believes that it has provided adequate reserves for its income tax uncertainties in all open tax years. As the outcome of any tax audits cannot be predicted with certainty, if any issues addressed in the Company's tax audits are resolved in a manner inconsistent with management's expectations, the Company could adjust its provision for income taxes in the future. The Company has operations and taxable presence in multiple jurisdictions in the U.S. and outside of the U.S. in Canada, the Netherlands, China, Poland, Brazil, India and Singapore. The tax positions of the Company and its subsidiaries are subject to income tax audits by multiple tax jurisdictions around the world. The Company currently considers U.S. federal and state and Canada, to be significant tax jurisdictions. The Company’s U.S. federal and state tax returns since February 28, 2019 remain open to examination. With some exceptions, tax years prior to fiscal 2019 in jurisdictions outside of U.S. are closed. The statute of limitations for fiscal year end 2019 will expire in December 2022. The Company anticipates it is reasonably possible that a decrease of unrecognized tax benefits related to various federal, foreign and state positions of $0.6 million may be resolved in the next 12 months. Prior to enactment of H.R. 1, formerly known as the Tax Cuts and Jobs Act of 2017 (the "Tax Act"), the Company asserted that all unremitted earnings of its foreign subsidiaries were considered indefinitely reinvested. As a result of the Tax Act, the Company reported and paid U.S. tax on the majority of its previously unremitted foreign earnings. As of February 28, 2022, the Company continues to be indefinitely reinvested with respect to investments in its foreign subsidiaries. Additionally, the Company has not recorded deferred tax liabilities associated with the remaining unremitted earnings that are considered indefinitely reinvested. It is impracticable for the Company to determine the amount of unrecognized deferred tax liabilities on these indefinitely reinvested earnings, due to the complexities associated with the hypothetical calculation. |
Equity
Equity | 12 Months Ended |
Feb. 28, 2022 | |
Equity [Abstract] | |
Equity | Equity On January 19, 2012, the Company's Board of Directors authorized the repurchase of up to ten percent of the then outstanding shares of the Company's common stock (the "2012 Authorization"). The 2012 Authorization did not have an expiration date, and the amount and prices paid for any future share purchases under the authorization were to be based on market conditions and other factors at the time of the purchase. Repurchases under the 2012 Authorization were made through open market purchases or private transactions. On November 10, 2020, the Company's Board of Directors authorized a $100.0 million share repurchase program pursuant to which the Company may repurchase its common stock (the “2020 Authorization”). Repurchases under the 2020 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 2020 Authorization during fiscal 2022 and 2021 (in thousands, except per share data): Purchased under 2020 Authorization Purchased under 2012 Authorization Total Shares Repurchased Year Ended February 28, 2022 Number of shares repurchased 602 — 602 Total amount of shares repurchased $ 30,815 $ — $ 30,815 Average price per share $ 51.20 $ — $ 51.20 Year Ended February 28, 2021 Number of shares repurchased 331 883 1,214 Total amount of shares repurchased $ 15,998 $ 32,313 $ 48,311 Average price per share $ 48.36 $ 36.60 $ 39.80 |
Earnings Per Share (Notes)
Earnings Per Share (Notes) | 12 Months Ended |
Feb. 28, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share is based on the weighted average number of common shares outstanding during each year. Diluted earnings per share is calculated by giving effect to the potential dilution that could occur if securities or other contracts to issue common shares were exercised and converted into common shares during the year. Diluted earnings per share has been adjusted for the dilutive effect of the weighted average number of restricted stock units, performance share units and stock appreciation rights outstanding. The following table sets forth the computation of basic and diluted earnings per share for fiscal years 2022, 2021 and 2020 (in thousands, except per share data): 2022 2021 2020 Numerator: Net income for basic and diluted earnings per common share $ 84,022 $ 39,614 $ 48,234 Denominator: Total weighted average basic shares 24,855 25,897 26,191 Effect of dilutive securities: Shares applicable to stock-based compensation 222 148 90 Total weighted average diluted shares 25,077 26,045 26,281 Earnings per share: Basic earnings per share $ 3.38 $ 1.53 $ 1.84 Diluted earnings per share $ 3.35 $ 1.52 $ 1.84 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Feb. 28, 2022 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans 401(k) Retirement Plan The Company has a 401(k) retirement plan covering substantially all of its employees. Company contributions to the 401(k) retirement plan were $5.0 million, $4.8 million, and $5.4 million for fiscal 2022, 2021, and 2020, respectively. Multiemployer Pension Plans In addition to the Company's 401(k) retirement plan, the Company participates in a number of multiemployer defined benefit pension plans for employees, which are covered by collective bargaining agreements. The Company is not aware of any significant future obligations or funding requirements related to these plans other than the ongoing contributions that are paid as hours are worked by plan participants. However, the risks of participating in multiemployer pension plans are different from those in single-employer plans in that (i) assets contributed to the plan by one employer may be used to provide benefits to employees or former employees of other participating employers; (ii) if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be required to be assumed by the remaining participating employers and (iii) if the Company chooses to stop participating in a multiemployer pension plan, it may be required to pay the plan a withdrawal amount, based on the underfunded status of the plan. The following table outlines the Company's participation in multiemployer pension plans considered to be individually significant (dollar amounts in thousands): EIN/Pension Plan Number Pension Protection Act Reported Status (1) FIP/RP Company Contributions (3) Surcharge Imposed (4) Expiration Date of Collective Bargaining Agreements Fiscal Year Pension Fund 2022 2021 2022 2021 2020 Boilermaker-Blacksmith National Pension Trust EIN:48-6168020 Endangered Endangered Implemented $ 3,827 $ 3,340 $ 5,337 Yes Various through 12/31/2021 Contributions to other multiemployer pension plans 130 97 366 Total contributions $ 3,957 $ 3,437 $ 5,703 (1) The most recent Pension Protection Act reported status available for fiscal 2022 and 2021 is for the plan’s year-end as of December 31, 2021 and 2020, respectively. The zone status is based on information that the Company received from the plan trustee and is certified by the plan’s actuary. A plan is generally classified in critical status if a funding deficiency is projected within four years or five years, depending on other criteria. A plan in critical status is classified in critical and declining status if it is projected to become insolvent in the next 15 or 20 years, depending on other criteria. A plan is classified in endangered status if its funded percentage is less than 80% or a funding deficiency is projected within seven years. If the plan satisfies both of these triggers, it is classified in seriously endangered status. A plan not classified in any other status is classified in the green zone. As of the date the financial statements were issued, Form 5500, which is filed by employee benefit plans to satisfy annual reporting requirements under the Employee Retirement Income Security Act and under the Internal Revenue Code, was not available for the plan year ended in 2021. (2) The “FIP/RP Status” column indicates plans for which a Funding Improvement Plan (“FIP”) or a Rehabilitation Plan (“RP”) has been implemented. (3) For the multiemployer pension plan considered to be individually significant, the Company was not listed in the Form 5500 as providing more than 5% of the total contributions for plan years ended December 31, 2020 and 2019, which are the most recent reports available. (4) A multiemployer pension plan that has been certified as endangered, seriously endangered or critical may begin to levy a statutory surcharge on contribution rates. Once authorized, the surcharge would be at a rate of 5% for the first 12 months and 10% for any periods thereafter. Contributing employers, however, may eliminate the surcharge by entering into a collective bargaining agreement that meets the requirements of the applicable FIP or RP. |
Share-based Compensation
Share-based Compensation | 12 Months Ended |
Feb. 28, 2022 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Share-based Compensation | Share-based Compensation The Company has two share-based compensation plans, the 2014 Long Term Incentive Plan (the "2014 Plan") and the Amended and Restated 2005 Long Term Incentive Plan (the “2005 Plan”). The 2014 Plan provides for broad-based equity grants to employees, including executive officers, and members of the board of directors and permits the granting of restricted shares, restricted stock units, performance awards, stock appreciation rights and other stock-based awards. The maximum number of shares that may be issued under the 2014 Plan is 1.5 million shares and, as of February 28, 2022, the Company had approximately 0.7 million shares reserved for future issuance under this plan. The 2005 Plan permitted the granting of stock appreciation rights and other equity-based awards to certain employees. This plan was terminated upon the effective date of the 2014 Plan and no future grants may be made under the 2005 Plan. There were stock appreciation rights granted under the 2005 Plan prior to its termination. All outstanding stock appreciation rights were exercised during fiscal year 2022. The Company accounts for its share-based employee compensation plans in accordance with ASC 718, Compensation—Stock Compensation . The Company recognizes compensation expense over the requisite service period, which is in line with the applicable vesting period for each share-based award. Restricted Stock Unit Awards Restricted stock unit ("RSU") awards are valued at the market price of the Company's common stock on the grant date. Awards generally vest ratably over a period of three years, but these awards may vest earlier in accordance with the Plan’s accelerated vesting provisions. RSU awards have dividend equivalent rights (“DERs”), which entitle holders of RSUs to the same dividend value per share as holders of common stock. DERs are subject to the same vesting and other terms and conditions as the corresponding unvested RSUs. DERs are accumulated and paid when the awards vest and shares are issued. A summary of the Company's RSU award activity (including DERs) for fiscal years 2022, 2021, and 2020 is as follows: 2022 2021 2020 Restricted Stock Units Weighted Average Grant Date Fair Value Restricted Stock Units Weighted Average Grant Date Fair Value Restricted Stock Units Weighted Average Grant Date Fair Value Outstanding at beginning of year 226,446 $ 35.66 194,946 $ 44.34 146,532 $ 48.93 Granted 77,787 51.23 131,120 28.78 140,070 43.86 Vested (84,060) 35.78 (70,913) 45.67 (84,595) 54.63 Forfeited (6,075) 39.02 (28,707) 36.59 (7,061) 45.30 Outstanding at end of year 214,098 $ 41.24 226,446 $ 35.66 194,946 $ 44.34 Vested and expected to vest at end of year 214,098 $ 41.24 224,807 $ 35.56 193,718 $ 44.34 The total fair value of RSU awards vested during fiscal years 2022, 2021, and 2020 was $4.6 million, $2.3 million and $3.8 million, respectively. Performance Share Unit Awards The Company grants performance share unit ("PSU") awards to certain employees, which also include DERs as described above. These PSU awards have a three-year performance cycle and will vest and become issuable, if at all, on the third anniversary from the award date. The PSU awards granted in fiscal 2020 are subject to the Company’s degree of achievement of a target annual average adjusted return on assets during these three-year periods and, in certain circumstances, vesting is based on the relative performance of a predetermined group of peer companies. In addition, these PSU awards may have vesting conditions or certain vesting multipliers, which are based on the Company’s total shareholder return during such three-year periods in comparison to a defined specific industry peer group. The PSU awards granted in fiscal 2021 and 2022 are based on the Company's total shareholder return during the three-year period, in comparison to a defined specific industry peer group and include certain vesting multipliers. The Company estimates the fair value of PSU awards with performance and service conditions using the value of the Company's common stock on the date of grant. The Company estimates the fair value of PSU awards with market conditions using a Monte Carlo simulation model on the date of grant. A summary of the Company’s PSU award activity (including DERs) for fiscal years 2022, 2021, and 2020 is as follows: 2022 2021 2020 Performance Stock Units Weighted Average Grant Date Fair Value Performance Stock Units Weighted Average Grant Date Fair Value Performance Stock Units Weighted Average Grant Date Fair Value Outstanding at the beginning of year 143,584 $ 39.96 109,936 $ 47.75 83,125 $ 49.74 Granted 55,114 63.39 69,955 33.22 49,000 46.19 Vested (44,243) 54.00 — — — — Forfeited — — (36,307) 50.57 (22,189) 55.08 Outstanding at the end of year 154,455 $ 44.05 143,584 $ 39.96 109,936 $ 47.75 The PSU awards in the table above are presented at the face value of the respective grants. However, the number of PSU awards that may ultimately vest can vary in a range 0% to 200% of the face amount of such awards, depending on the outcome of the performance or market vesting conditions, as applicable. Stock Appreciation Rights Stock appreciation rights ("SARs") are granted with an exercise price equal to the market value of the Company's common stock on the date of grant. These awards generally have a contractual term of seven years and vested ratably over a period of three years, although some vested immediately on issuance. These awards were valued using the Black-Scholes option pricing model. The Company did not grant any SARs in fiscal year 2022, 2021 or 2020. As of February 28, 2022, there were no SARs outstanding. A summary of the Company’s SAR activity for fiscal years 2022, 2021 and 2020 is as follows: 2022 2021 2020 SARs Weighted Average Exercise Price SARs Weighted Average Exercise Price SARs Weighted Average Exercise Price Outstanding at beginning of year 5,435 $ 45.25 94,826 $ 44.58 98,184 $ 44.46 Granted — — — — — — Exercised (5,435) 45.25 (45,902) 44.00 (2,965) 44.58 Forfeited — — (43,489) 45.10 (393) 43.92 Outstanding at end of year — $ — 5,435 $ 45.25 94,826 $ 44.58 Exercisable at the end of year — $ — 5,435 $ 45.25 94,826 $ 44.58 Directors Grants The Company granted each of its independent directors a total of 1,976, 3,174 and 2,124 shares of its common stock during fiscal years 2022, 2021 and 2020, respectively. These common stock grants were valued at $53.13, $33.08 and $47.08 per share for fiscal years 2022, 2021 and 2020, respectively, which was the market price of the Company's common stock on the respective grant dates. Employee Stock Purchase Plan The Company has an employee stock purchase plan ("ESPP"), which is open to all employees. The ESPP allows employees of the Company to purchase common stock of the Company through accumulated payroll deductions. Offerings under this plan have a duration of 24 months (the "Offering Period"). On the first day of an Offering Period (the “Enrollment Date”) the participant is granted the option to purchase shares on each exercise date at the lower of 85% of the market value of a share of our common stock on the Enrollment Date or the exercise date. The participant’s right to purchase common stock under the plan is restricted to no more than $25,000 per calendar year, and the participant may not purchase more than 5,000 shares during any Offering Period. Participants may terminate their interest in a given offering or a given exercise period by withdrawing all of their accumulated payroll deductions at any time prior to the end of the Offering Period. An aggregate of 1.5 million shares of common stock are authorized for issuance under the ESPP. Of this amount, 1.2 million shares were available for issuance as of February 28, 2022. The Company issues new shares upon purchase through the ESPP. Share-based Compensation Expense The following table shows share-based compensation expense and the related income tax benefit included in the consolidated statements of income for fiscal years 2022, 2021 and 2020 (in thousands): 2022 2021 2020 Compensation expense $ 9,449 $ 7,330 $ 6,290 Income tax benefits $ 1,984 $ 1,539 $ 1,321 Unrecognized compensation cost related to unvested stock awards at February 28, 2022 was $8.6 million, which is expected to be recognized over a weighted average period of 1.44 years. The actual tax benefit/(expense) realized from share-based compensation during fiscal years 2022, 2021 and 2020 was $(0.4) million, $(0.4) million and $(0.1) million, respectively. The Company’s policy is to issue shares under these plans from the Company’s authorized but unissued shares. The Company has no formal or informal plan to repurchase shares on the open market to satisfy these requirements. |
Operating Segments
Operating Segments | 12 Months Ended |
Feb. 28, 2022 | |
Segment Reporting [Abstract] | |
Operating Segments | Operating Segments Segment Information The Company’s Chief Executive Officer, who is the chief operating decision maker (“CODM”), reviews financial information presented on an operating segment basis for purposes of making operating decisions and assessing financial performance. Sales and operating income (loss) are the primary measures used by the CODM to evaluate segment operating performance and to allocate resources to segments. Expenses related to certain centralized administration or executive functions that are not specifically related to an operating segment are included in Corporate. A summary of each of the Company's reportable segments is as follows: 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 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. Infrastructure Solutions — 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. The following tables show information by reportable segment for fiscal years 2022, 2021 and 2020 (in thousands): 2022 2021 2020 Sales: Metal Coatings $ 519,000 $ 457,791 $ 498,989 Infrastructure Solutions 383,664 381,126 562,828 Total sales $ 902,664 $ 838,917 $ 1,061,817 Operating income (loss): Metal Coatings $ 127,335 $ 95,946 $ 107,926 Infrastructure Solutions (1) 35,543 6,487 32,845 Corporate (49,538) (40,819) (42,796) Loss on disposal of business — — (18,632) Total operating income $ 113,340 $ 61,614 $ 79,343 (1) Operating income for the Infrastructure Solutions segment for fiscal 2020 includes impairment charges of $9.2 million, of which $7.2 million are included in Selling, general and administrative expense, and $2.0 million are included in Cost of sales. See Notes 1 and 3 for more information. 2022 2021 2020 Depreciation and amortization: Metal Coatings $ 30,000 $ 29,930 $ 30,042 Infrastructure Solutions 13,037 12,978 18,414 Corporate 1,628 1,695 1,738 Total $ 44,665 $ 44,603 $ 50,194 2022 2021 2020 Expenditures for acquisitions, net of cash, and property, plant and equipment: Metal Coatings $ 82,737 $ 29,305 $ 81,340 Infrastructure Solutions 4,814 9,619 9,158 Corporate 2,073 2,574 2,725 Total $ 89,624 $ 41,498 $ 93,223 Asset information by segment was as follows as of February 28, 2022 and February 28, 2021 (in thousands): 2022 2021 Assets: Metal Coatings $ 575,088 $ 480,778 Infrastructure Solutions 525,086 492,771 Corporate 32,854 25,678 Total assets $ 1,133,028 $ 999,227 Financial Information About Geographical Areas Financial information about geographical areas for the periods presented was as follows for fiscal years 2022, 2021 and 2020 (in thousands): 2022 2021 2020 Sales: United States $ 789,047 $ 711,696 $ 850,656 International 113,617 127,221 211,161 Total $ 902,664 $ 838,917 $ 1,061,817 2022 2021 Property, plant and equipment, net: United States $ 194,539 $ 181,898 Canada 26,264 15,007 Other countries 10,045 10,184 Total $ 230,848 $ 207,089 |
Restructuring and Impairment Ch
Restructuring and Impairment Charges | 12 Months Ended |
Feb. 28, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Impairment Charges | Restructuring and Impairment Charges Fiscal 2022 During fiscal 2022, the Company continued to execute it's plan to divest certain non-core business, which was approved by the board of directors in fiscal 2021. During the fourth quarter of fiscal 2022, the Company had a change to the plan of sale for one of its businesses in the Infrastructure Solutions segment. The Company recognized $3.9 million of impairment charges related to this business during fiscal 2021, which are included in in "Restructuring and impairment charges" in the consolidated statements of income. During fiscal 2022, the Company reclassified the business from assets held for sale to assets held and used. When there is a change to a plan of sale and the assets are reclassified from held for sale to held and used, the long-lived assets are reported at the lower of (i) the carrying amount before held for sale designation, adjusted for depreciation that would have been recognized if the assets had not been classified as held for sale, or (ii) the fair value at the date the assets no longer satisfy the criteria for classification as held for sale. Following an analysis of the long-lived assets for the business, the Company reversed a portion of the previously recognized impairment charges, and recognized income of $1.8 million in fiscal 2022 as a result of the change to the plan of sale, which is included in "Restructuring and Impairment charges" in the consolidated statements of operations. In addition, $1.7 million of the impairment charges recognized in fiscal 2021 was allocated to goodwill, reducing the goodwill allocated to this business to zero. The remaining assets and liabilities related to the business reclassified to assets held and used have been reclassified to the appropriate asset and liability accounts in the consolidated balance sheet. The following table shows the assets and liabilities related to this business as reported, adjustments to reclassify the asset to assets held and used, and the adjusted amounts, as of February 28, 2021: As of February 28, 2021 As Reported Adjustments As Adjusted Assets Accounts receivable $ 128,127 $ 638 $ 128,765 Inventories 92,912 907 93,819 Contract assets 58,056 3,314 61,370 Other current assets 5,876 153 6,029 Assets held for sale 3,684 (3,449) 235 Property, plant and equipment 205,909 1,180 207,089 Intangibles and other assets, net 91,390 42 91,432 Total $ 585,954 $ 2,785 $ 588,739 Liabilities Accounts payable $ 41,034 $ 508 $ 41,542 Other accrued liabilities 27,136 509 27,645 Contract liabilities 16,138 1,735 17,873 Lease liability, short-term 6,588 31 6,619 Lease liability, long-term 32,629 2 32,631 Total $ 123,525 $ 2,785 $ 126,310 Fiscal 2021 During fiscal 2021, the Company executed a plan to divest certain non-core businesses. The Company closed on the sale of its Galvabar business and its AZZ SMS, LLC ("SMS") business, and the board of directors approved a plan to divest certain other businesses within the Company. The Company recorded net proceeds of $8.3 million and a loss on the sale of the Galvabar business, which is included in the Metal Coatings segment, of $1.2 million. During fiscal 2021, the Company completed the sale of SMS, which is included in the Infrastructure Solutions segment, for net proceeds of $4.1 million. The Company recognized impairment charges of $0.9 million for SMS during the second quarter, and an additional loss on sale of $1.9 million during the third quarter of fiscal 2021. The loss of the sale of these businesses are included in "Restructuring and impairment charges" in the consolidated statements of income. In addition, the Company closed a small number of Metal Coatings locations that were in underperforming and lower growth geographies during fiscal 2021. During fiscal 2021, the Company recognized certain charges related to the businesses sold, assets held for sale and assets that were abandoned, which are summarized in the table below: Year Ended February 28, 2021 Metal Coatings Infrastructure Solutions Total Write down of assets held for sale to estimated sales price $ 2,652 $ 4,100 $ 6,752 Write down of assets expected to be abandoned 6,923 — 6,923 Loss on sale of subsidiaries 1,221 1,859 3,080 Write down of excess inventory — 2,511 2,511 Costs associated with assets held for sale — 733 733 Total charges $ 10,796 $ 9,203 $ 19,999 Fiscal 2020 In February 2020, the Company completed the sale of its nuclear logistics business reported within its Infrastructure Solutions segment. The Company received net cash proceeds of $23.6 million and recognized a loss on disposal of $18.6 million, which is included in restructuring and impairment charges in the consolidated statements of income. The strategic decision to divest of the business reflects the Company's longer-term strategy to focus on core businesses, markets and on its Metal Coatings segment. The historical annual sales, operating profit and net assets of the nuclear logistics business were not significant enough to qualify the sale as a discontinued operation. Goodwill was allocated to the disposal group on a relative fair value basis. The determination of the amount of goodwill to allocate to the disposal group required significant management judgment regarding future cash flows, discount rates and other market relevant data. During fiscal year 2020, in conjunction with the divestiture of its nuclear logistics business, the Company exited from the nuclear certified portion of its industrial welding solutions business within the Infrastructure Solutions segment. In conjunction with this divestiture, the Company incurred impairment charges of $9.2 million, of which $2.0 million is included in cost of sales and $7.2 million is included in selling, general and administrative in the consolidated statement of income. The impairment charges are related to certain intangible assets and nuclear specific property, plant and equipment that are no longer being utilized. As of February 28, 2022 and February 28, 2021, the Company had no restructuring liabilities outstanding. Assets Held for Sale The strategic decision to divest both the Galvabar and SMS businesses reflects the Company's long-term strategy to focus on growth within its core businesses . The historical annual sales, operating profit and net assets of these two businesses were not significant enough to qualify as discontinued operations. |
Acquisitions
Acquisitions | 12 Months Ended |
Feb. 28, 2022 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Fiscal 2022 On February 28, 2022, the Company entered into an agreement to acquire all the outstanding shares of DAAM Galvanizing Co. Ltd. ("DAAM"), a privately held hot-dip galvanizing company based in Edmonton, Alberta Canada, for approximately $36.2 million. DAAM currently operates two galvanizing facilities in Canada; one located in Edmonton, Alberta and a second in Saskatoon, Saskatchewan, as well as a service depot in Calgary, Alberta. The addition of DAAM expanded the Company's geographical coverage in the Northwest and enhanced the scope of metal coatings solutions in Canada. The business is included in the Company's Metal Coatings segment. The goodwill arising from this acquisition was allocated to the Metal Coatings segment and a portion of the goodwill amount is expected to be deductible for income tax purposes. Since the DAAM acquisition was completed on February 28, 2022, the purchase price allocation has not been finalized. As such, the fair values of the assets acquired and liabilities assumed are preliminary and are subject to change. The following table represents the preliminary summary of the assets acquired and liabilities assumed, in aggregate, related to the DAAM acquisition, as of the date of the acquisition (in thousands): Assets Accounts receivable $ 2,576 Inventories 2,308 Property, plant and equipment 14,436 Goodwill 24,498 Liabilities Accounts payable and other accrued liabilities (4,003) Deferred tax liabilities (3,596) Total purchase price $ 36,219 In January 2022, the Company completed the acquisition of all the assets of Steel Creek Galvanizing Company, LLC ("Steel Creek"), a privately held hot-dip galvanizing company based in Blacksburg, South Carolina, for approximately $25.0 million. The acquisition expanded the Company's geographical reach in metal coatings solutions and extends its ability to support customers in the Southeast region of the United States. The business is included in the Company's Metal Coatings segment. The goodwill arising from this acquisition was allocated to the Metal Coatings segment and is expected to be deductible for income tax purposes. The allocation of the purchase price of Steel Creek has not been completed, and the assets acquired and liabilities assumed are preliminary and subject to change. The following table summarizes the fair values of the preliminary allocation of assets acquired and liabilities assumed, in aggregate, related to the Steel Creek acquisition, as of the date of the acquisition (in thousands): Assets Accounts receivable $ 598 Inventories 3,593 Property, plant and equipment 15,796 Intangibles 872 Goodwill 7,732 Liabilities Accounts payable and other accrued liabilities (765) Contingent consideration (2,826) Total purchase price $ 25,000 In addition to the initial cash payment upon closing, contingent consideration of up to $2.8 million is payable based on the achievement of specified operating results over the three-year period following completion of the acquisition. Fiscal 2021 For fiscal year 2021, the Company completed the acquisition of all the assets of Acme Galvanizing, Inc., which was not significant. Accordingly, disclosures of the purchase price allocations and unaudited pro forma results of operations have not been provided. The goodwill arising from this acquisition was allocated to the Metal Coatings segment and is expected to be deductible for income tax purposes. In addition, in conjunction with the acquisition, the Company assumed liabilities related to environmental remediation of approximately $0.6 million. Fiscal 2020 In April 2019, the Company completed the acquisition of all the outstanding shares of K2 Partners, Inc. ("K2") and Tennessee Galvanizing, Inc. ("Tennessee Galvanizing"), two privately held companies. K2 provides powder coating and electroplating solutions to customers in the Midwest and Southeast from locations in Texas and Florida. Tennessee Galvanizing provides galvanizing solutions to customers throughout the United States. These acquisitions expanded the Company's geographical reach in metal coating solutions and broadened its offerings in strategic markets. The businesses are included in the Company's Metal Coatings segment. The goodwill arising from these acquisitions was allocated to the Metal Coatings segment and is not deductible for income tax purposes. The following table summarizes the fair values of the assets acquired and liabilities assumed, in aggregate, related to the acquisitions in fiscal 2020, as of the date of each respective acquisition (in thousands): Assets Accounts receivable $ 4,591 Inventories 1,830 Prepaid expenses and other 22 Property, plant and equipment 5,336 Intangibles 15,512 Goodwill 39,419 Liabilities Accounts payable and other accrued liabilities (1,575) Contingent consideration (2,000) Deferred income taxes (2,507) Total purchase price $ 60,628 In addition to the initial cash payment upon closing for the K2 acquisition, contingent consideration of up to $2.0 million is payable based on the achievement of specified operating results over the three-year period following completion of the acquisition. The contingent consideration is expected to be paid in early fiscal 2023. The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of each respective acquisition (in thousands): Fair Value Useful Life Customer relationships $ 15,360 15 years Non-compete agreements 152 3 years Total intangible assets $ 15,512 During fiscal 2020, the acquired companies described above generated net sales of $27.9 million and net income of $2.6 million in the Company’s consolidated statements of income from the date of each respective acquisition. The following unaudited pro forma financial information summarizes the combined results of operations for the Company and the companies included as part of the fiscal 2020 acquisitions, as though the companies were combined as of the beginning of the Company’s fiscal 2020. The pro forma amounts presented are not necessarily indicative of either the actual consolidated results had the acquisitions occurred as of the beginning of fiscal 2020 or of future consolidated operating results. The unaudited pro forma financial information was as follows (in thousands): 2020 Revenues $ 1,072,633 Net income 49,702 Pro forma results presented above reflect: (i) incremental depreciation relating to fair value adjustments to property, plant, and equipment and (ii) amortization adjustments relating to fair value estimates of intangible assets. Pro forma adjustments described above have been tax affected using the Company's effective rate during the respective periods. Supplemental Disclosures During fiscal 2022, 2021 and 2020, the Company paid approximately $61.2 million, $4.4 million and $60.6 million, respectively, for these acquisitions, net of cash acquired. The Company expensed acquisition related costs of approximately $2.0 million and $0.8 million, during fiscal 2022 and 2020, respectively. During fiscal 2021, the Company did not expense any acquisition costs. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Feb. 28, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal The Company and its subsidiaries are named defendants and plaintiffs in various routine lawsuits incidental to our business. These proceedings include labor and employment claims, use of the Company’s intellectual property, worker’s compensation, environmental matters, and various commercial disputes, all arising in the normal course of 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 and potential mediation, our assessment of the likelihood of an unfavorable outcome on the pending lawsuits may change. Although 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. Commodity pricing As of February 28, 2022, the Company had non-cancelable forward contracts to purchase approximately $74.0 million of zinc at various volumes and prices. All such contracts expire in fiscal 2023. The Company had no other contracted commitments for any other commodities including steel, aluminum, natural gas, copper, zinc, nickel based alloys, except for those entered into under the normal course of business. Other As of February 28, 2022, the Company had total outstanding letters of credit in the amount of $22.0 million. These letters of credit are issued for a number of reasons, but are most commonly issued in lieu of customer retention withholding payments covering warranty or performance periods. In addition, as of February 28, 2022, a warranty reserve in the amount of $3.7 million was established to offset any future warranty claims. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Feb. 28, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsOn March 7, 2022, the Company and Sequa Corporation ("Sequa"), a portfolio company of global investment firm Carlyle, jointly announced an agreement whereby the Company will acquire Sequa's Precoat Metals business division ("Precoat") for a net purchase price of approximately $1.3 billion. Precoat, headquartered in St. Louis, Missouri, is North America's largest independent provider of metal coil coating solutions. The transaction, which is subject to certain closing conditions, is expected to close during the first quarter of the Company's fiscal year 2023. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Feb. 28, 2022 | |
Accounting Policies [Abstract] | |
Organization and Basis of Consolidation | Organization AZZ Inc. (the “Company,” “AZZ” or “we”) operates primarily in the United States of America and Canada and also has operations in Brazil, China, the Netherlands, Poland and India. The Company has two reportable segments: Metal Coatings and Infrastructure Solutions. The Company's reportable segments are also referred to as operating segments. See Note 12 for information about the Company's operations by segment. Basis of consolidation The consolidated financial statements were prepared in accordance with the accounting principles generally accepted in the United States of America and include the accounts of the Company and its wholly owned subsidiaries. All material inter-company accounts and transactions have been eliminated in consolidation. Certain previously reported amounts have been reclassified to conform to current period presentation. See Note 13 for more information about assets reclassified from assets held for sale to assets held and used in the consolidated balance sheets as of February 28, 2021. |
Use of estimates | Use of estimates The preparation of the financial statements in conformity with generally accepted accounting principles in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Concentration of credit risk | Concentrations of credit risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents and trade accounts receivable. The Company maintains cash and cash equivalents with various financial institutions. The Company's policy is designed to limit exposure to any one institution. The Company performs periodic evaluations of the relative credit standing of those financial institutions that are considered in the Company's banking relationships, and has not experienced any losses in such accounts. We believe we are not exposed to any significant credit risk related to cash and cash equivalents. The Company has limited concentrations of credit risk with respect to trade accounts receivable due to its multiple operating segments, large and diversified customer base and its geographic diversification. The Company performs ongoing evaluations of its customers' financial condition. Collateral is usually not required from customers as a condition of sale. |
Accounts receivable, net of allowance for credit losses | Accounts receivable, net of allowance for credit losses Accounts receivable are stated amounts due from customers. The Company maintains an allowance for credit losses for estimated losses resulting from the inability of customers to make required payments. The Company treats trade accounts receivable as one portfolio and records an allowance based on a combination of management’s knowledge of its customer base, historical losses, current economic conditions and customer specific events. The Company adjusts this allowance based on specific information in connection with aged receivables. Accounts receivable are considered to be past due when payment is not received in accordance with the customer’s credit terms. Accounts are written off when management determines the account is uncollectible. Recoveries, unless material, are recorded against the allowance in the period received. |
Revenue recognition | Revenue recognition The Company recognizes revenue when all five of the following criteria have been satisfied: 1) Identification of the contract with a customer; 2) Identification of the performance obligations in the contract; 3) Determination of the transaction price; 4) Allocation of the transaction price to performance obligations in the contract; and 5) Fulfillment of performance obligations. Revenue is recognized when control of the promised goods or services is transferred to the Company’s customers, in an amount that reflects the consideration that it expects to be entitled to in exchange for those goods or services. The amount and timing of revenue recognition varies by segment, based on the nature of the goods or services provided and the terms and conditions of the customer contract. Metal Coatings Segment AZZ's Metal Coatings segment is a provider of hot-dip galvanizing, powder coating, anodizing and plating, and other metal coating applications to the steel fabrication and other industries. Within this segment, the contract is typically governed by a customer purchase order or work order. The contract generally specifies the delivery of what constitutes a single performance obligation consisting of metal coating services. The Company recognizes sales over time as the metal coating is applied to customer provided material as the process enhances a customer controlled asset. Contract modifications are rare within this segment and most contracts are on a fixed price basis with no variable consideration. Infrastructure Solutions segment AZZ's Infrastructure Solutions segment is a provider of specialized products and services designed to support industrial and electrical applications. Within this segment, the contract is governed by a customer purchase order and an executed product or services agreement. The contract generally specifies the delivery of what constitutes a single performance obligation consisting of either custom built products, custom services, or off-the-shelf products. For arrangements with multiple performance obligations, the transaction price is allocated to each performance obligation, based on the relative standalone selling prices of the goods or services being provided, and revenue is recognized upon the satisfaction of each performance obligation. The Company combines contracts for revenue recognition purposes that are executed with the same customer within a short timeframe from each other and that purport to be for a single commercial objective. For custom built products, the Company recognizes sales over time, provided that the goods do not have an alternative use to the Company and the Company has an unconditional right to payment for work completed to date plus a reasonable margin. For custom services, which consist of specialized welding and other professional services, the Company recognizes sales over time as the services are rendered, because the services enhance a customer owned asset. For off-the-shelf products, which consist of tubing and lighting products, the Company recognizes revenue upon the transfer of the goods to the customer. For sales recognized over time, the Company generally uses the cost-to-cost method of revenue recognition. Under this approach, the extent of progress towards completion is measured based on the ratio of costs incurred to date versus the total estimated costs upon completion of the project. This requires the Company to estimate the total contract sales, project costs and margin, which can involve significant management judgment. As a significant change in one or more of these estimates could affect the profitability of the Company’s contracts, management reviews and updates its contract related estimates regularly. The Company recognizes adjustments in estimated margin on contracts on a cumulative catch-up basis, and subsequent sales are recognized using the adjusted estimate. If the estimate of contract margin indicates an anticipated loss on the contract, the Company recognizes the total estimated loss in the period it is identified. Due to the custom nature of the goods and services provided, contracts within the Infrastructure Solutions segment are often modified to account for changes in contract specifications and requirements. A contract modification exists when the modification either creates new, or changes the existing, enforceable rights and obligations in the contract. For the Company, most contract modifications are related to goods or services that are not distinct from those in the original contract due to the significant interrelationship or interdependencies between the deliverables. Such modifications are accounted for as if they were part of the original contract. As a result, the transaction price and the measure of progress for the performance obligation to which it relates, is recognized as an adjustment to sales on a cumulative catch-up basis. In addition to fixed consideration, the Company’s contracts within its Infrastructure Solutions segment may include variable consideration, including claims, incentive fees, liquidated damages or other penalties. The Company recognizes revenue for variable consideration when it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The Company estimates the amount of revenue to be recognized on variable consideration using the expected value or the most likely amount method, whichever is expected to better predict the amount. Contract Assets and Liabilities The timing of revenue 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 the Company’s 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 achievement of contractual milestones. Billing can occur subsequent to revenue recognition, resulting in contract assets. In addition, the Company can receive advances or deposits from its customers, before revenue is 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 fiscal year 2022 and 2021 (in thousands): 2022 2021 Balance at beginning of period $ 17,873 $ 18,418 Contract liabilities added during the period 38,085 13,603 Sales recognized during the period (13,493) (14,148) Balance at end of period $ 42,465 $ 17,873 The Company expects to recognize sales of approximately $36.7 million, $5.6 million, $0.1 million and $0.1 million in fiscal 2023, 2024, 2025 and 2026, respectively, related to the $42.5 million balance of contract liabilities as of February 28, 2022. The increases or decreases in accounts receivable, contract assets and contract liabilities during fiscal year 2022 were primarily due to normal timing differences between the Company’s performance and customer payments, divestitures, and, to a lesser extent, customer inspection delays and effects of COVID-19 on the Company's customers. The increase in contract liabilities in fiscal 2022 is primarily due to an increase in orders in the Company's Infrastructure Solutions segment. The acquisitions for fiscal year 2022 described in Note 14 had no impact on contract assets or liabilities as of the date of acquisition. Other No general rights of return exist for customers, and the Company establishes provisions for estimated warranties. The Company generally does not sell extended warranties. Revenue is recognized net of applicable sales and other taxes. The Company does not adjust the contract price for the effects of a significant financing component if the Company expects, at contract inception, that the period between when the Company transfers a good or service to a customer and when the customer pays for that good or service will be one year or less, which is generally the case. Sales commissions are deferred and recognized over the same period as the related sales. Shipping and handling is treated as a fulfillment obligation instead of a separate performance obligation and such costs are expensed as incurred. |
Cash and cash equivalents | Cash and cash equivalentsThe Company considers cash and cash equivalents to include cash on hand, deposits with banks and all highly liquid investments with an original maturity of three months or less. Cash and cash equivalents includes restricted cash of $0.3 million and $0.9 million as of February 28, 2022 and February 28, 2021, respectively, in support of bank guarantees for certain customers and leased facilities in international locations. |
Inventories | InventoriesInventories are stated at the lower of cost or market value. Cost is determined principally using a weighted-average method for the Infrastructure Solutions segment and the first-in-first-out (FIFO) method for the Metal Coatings segment. The Company determines the reserves for excess quantities and obsolescence based on forecasted demand within specific time horizons, technological obsolescence, and an assessment of any inventory that is not in sellable condition, and records a charge to reduce inventory to its net realizable value. For information related to charges recognized to reduce inventory in the Infrastructure Solutions segment to its net realizable value in fiscal 2021, see Note 13. |
Property, plant and equipment | Property, plant and equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets as follows: Buildings and structures 10-25 years Machinery and equipment 3-15 years Furniture and fixtures 3-15 years Automotive equipment 3 years Computers and software 3-7 years Repairs and maintenance are charged to expense as incurred; renewals and betterments that significantly extend the useful life of the asset are capitalized. |
Long-lived assets | Long-lived assets, such as property and equipment and intangible assets, are evaluated for impairment whenever events or changes in circumstances indicate that their carrying value may not be recoverable. Recoverability is measured by a comparison of their carrying amount to the estimated undiscounted cash flows to be generated by those assets. If the undiscounted cash flows are less than the carrying amount, the Company records impairment losses for the excess of their carrying value over the estimated fair value. The Company did not recognize any impairment charges for fiscal year 2022. |
Goodwill and other indefinite-lived intangible assets | Goodwill and other indefinite-lived intangible assets Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in a business combination. The Company tests goodwill with an indefinite life for potential impairment annually as of December 31 and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount, which would result in impairment. Goodwill is tested for impairment at the reporting unit level. A reporting unit is an operating segment or a component of an operating segment. The test is calculated using an income approach and market approach, which are Level 3 fair value inputs, as described in "Financial instruments" below. Based on the results of its analysis, the Company determines whether an impairment may exist. A significant change in projected cash flows or cost of capital for future years could result in an impairment of goodwill in future years. Variables impacting future cash flows include, but are not limited to, the level of customer demand for and response to products and services we offer to the power generation market, the electrical transmission and distribution markets, the general industrial market and the hot-dip galvanizing market; changes in economic conditions of these various markets; raw material and natural gas costs and availability of experienced labor and management to implement our growth strategies. For fiscal years 2022, 2021 and 2020, no goodwill impairment losses were recognized. See Note 3 for information about the goodwill write-off related to divestitures in fiscal 2021 and 2020. Other indefinite-lived intangible assets consist of certain tradenames that were obtained through acquisitions. The Company tests intangible assets with an indefinite life for potential impairment annually as of December 31 and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the intangible asset below its carrying amount, which would result in impairment. The Company performed its annual indefinite-lived intangible asset impairment test as of December 31, 2021. The Company elected to perform a qualitative assessment and determined that no conditions existed that would make it more likely than not that the indefinite-lived intangible assets were impaired. Therefore, no further quantitative assessment was required. For fiscal 2022, 2021 and 2020, no impairment losses related to these indefinite-lived intangible assets were recorded. |
Debt issuance costs | Debt issuance costs Debt issuance costs that are incurred by the Company in connection with the issuance of debt are amortized to interest expense using the effective interest rate method over the term of the debt. Costs related to the Company’s revolving credit facility are included in "Intangibles and other assets, net" on the consolidated balance sheets. Costs related to the Company's senior notes are presented as a reduction to long-term debt on the consolidated balance sheets. |
Income taxes | Income taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company recognizes a valuation allowance against net deferred tax assets to the extent that the Company believes those net assets are not more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines that it would be able to realize its deferred tax assets in the future in excess of their net recorded amount, the Company would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. As applicable, the Company records uncertain tax positions on the basis of a two-step process whereby (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company is subject to taxation in the U.S. and various state, provincial, local, and foreign jurisdictions. With few exceptions, as of February 28, 2022, the Company is no longer subject to U.S. federal or state examinations by tax authorities for years before fiscal 2019. |
Financial Instruments | Financial instruments Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Certain of the Company’s assets and liabilities, which are carried at fair value, are classified in one of the following three categories: • Level 1: Quoted market prices in active markets for identical assets or liabilities; • Level 2: Observable market-based inputs, other than Level 1, or unobservable inputs that are corroborated by market data; or • Level 3: Unobservable inputs that are not corroborated by market data and reflect the Company’s own assumptions. The carrying amount of the Company's financial instruments (cash equivalents, accounts receivable, accounts payable, accrued liabilities and the revolving credit facility) approximates the fair value of these instruments based upon either their short-term nature or their variable market rate of interest. As of February 28, 2022 and 2021, the fair value of the $150.0 million outstanding 2020 Senior Notes was approximately $144.0 million and $144.8 million, respectively. These fair values were determined using the discounted cash flow at the market rate as well as the applicable market interest rates, which are classified as Level 2 inputs. |
Warranty reserves | Warranty reservesA reserve has been established to provide for the estimated future cost of warranties on a portion of the Company’s delivered products, and is included in "Other accrued liabilities" in the consolidated balance sheets. Warranties cover such factors as non-conformance to specifications and defects in material and workmanship. A provision for warranty on products is made on the basis of the Company's historical experience and identified warranty issues. Management assesses the adequacy of its warranty reserve on a quarterly basis, and adjustments are made as necessary. |
Foreign Currency Translation | Foreign Currency Translation The local currency is the functional currency for the Company’s foreign operations. Related assets and liabilities are translated into United States dollars at exchange rates existing at the balance sheet date, and revenues and expenses are translated at weighted-average exchange rates. The foreign currency translation adjustment is recorded as a separate component of shareholders’ equity and is included in accumulated other comprehensive income (loss). |
Accruals for Contingent Liabilities | Accruals for Contingent LiabilitiesThe Company is subject to the possibility of various loss contingencies arising in the normal course of business. The amounts the Company may record for estimated claims, such as self-insurance programs, warranty, environmental, legal, and other contingent liabilities, requires the Company to make judgments regarding the amount of expenses that will ultimately be incurred. The Company uses past history and experience and other specific circumstances surrounding these claims in evaluating the amount of liability that should be recorded. Due to the inherent limitations in estimating future events, actual amounts paid or transferred may differ from those estimates. |
Leases | Leases The Company is a lessee under various leases for facilities and equipment. For such leases, the Company recognizes a right-of-use ("ROU") asset and lease liability on the consolidated balance sheet as of the lease commencement date based on the present value of the future minimum lease payments. An ROU asset represents the Company's right to use an underlying asset during the lease term and a lease liability represents the Company's obligation to make lease payments. However, for short-term leases with an initial term of twelve months or less that do not contain an option to purchase that is likely to be exercised, the Company does not record ROU assets or lease liabilities on the consolidated balance sheet. The Company's uses its incremental borrowing rate to determine the present value of future payments unless the implicit rate in the lease is readily determinable. The incremental borrowing rate is calculated based on what the Company would pay to borrow on a collateralized basis, over a similar term, based on information available at lease commencement. In determining the future minimum lease payments, the Company incorporates options to extend or terminate the lease when it is reasonably certain that such options will be exercised. The ROU asset includes any initial direct costs incurred and is recorded net of any lease incentives received. Leasehold improvements are capitalized and depreciated over the term of the lease, including any options for which the Company is reasonably certain will be exercised, with a maximum of 10 years. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term, as the ROU asset is amortized and the lease liability is accreted. For its facility leases, the Company accounts for lease and non-lease components on a combined basis, and for its equipment leases, lease and non-lease components are accounted for separately. |
Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Adopted Accounting Pronouncements In December 2019, the 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. ASU 2019-12 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 Not Yet Adopted 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 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Accounting Policies [Abstract] | ||
Schedule of Changes in Contract Liabilities | The following table shows the changes in contract liabilities for fiscal year 2022 and 2021 (in thousands): 2022 2021 Balance at beginning of period $ 17,873 $ 18,418 Contract liabilities added during the period 38,085 13,603 Sales recognized during the period (13,493) (14,148) Balance at end of period $ 42,465 $ 17,873 | |
Disaggregation of Revenue | Disaggregated Revenue Revenue by segment and geography is disclosed in Note 12. In addition, the following table presents disaggregated revenue by customer industry for fiscal years 2022, 2021 and 2020 (in thousands): 2022 2021 2020 Sales: Industrial $ 559,653 $ 511,740 $ 605,236 Transmission and distribution 189,559 209,729 254,836 Power generation 153,452 117,448 201,745 Total sales $ 902,664 $ 838,917 $ 1,061,817 | |
Property, Plant and Equipment | Depreciation is computed using the straight-line method over the estimated useful lives of the related assets as follows: Buildings and structures 10-25 years Machinery and equipment 3-15 years Furniture and fixtures 3-15 years Automotive equipment 3 years Computers and software 3-7 years Property, plant and equipment consisted of the following as of February 28, 2022 and February 28, 2021 (in thousands): 2022 2021 Land $ 22,318 $ 21,439 Building and structures 176,747 158,190 Machinery and equipment 283,333 253,027 Furniture, fixtures, software and computers 33,994 31,695 Automotive equipment 5,350 3,714 Construction in progress 14,623 26,223 536,365 494,288 Less accumulated depreciation (305,517) (287,199) Property, plant, and equipment, net $ 230,848 $ 207,089 The following table outlines the classification of depreciation expense in the consolidated statements of income for fiscal 2022, 2021, and 2020 (in thousands): 2022 2021 2020 Cost of sales $ 30,357 $ 29,884 $ 30,721 Selling, general and administrative 2,004 2,319 2,349 Total depreciation expense $ 32,361 $ 32,203 $ 33,070 | |
Schedule of Warranty Reserve | The following table shows the changes in the Company’s warranty reserve for fiscal year 2022, 2021 and 2020 (in thousands): 2022 2021 2020 Balance at beginning of period $ 4,460 $ 3,702 $ 1,751 Warranty costs incurred (1,136) (1,865) (2,118) Additions charged to income 362 2,623 4,069 Balance at end of period $ 3,686 $ 4,460 $ 3,702 | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The components of accumulated other comprehensive loss consisted of the following as of February 28, 2022 and February 28, 2021 (in thousands): 2022 2021 Foreign currency translation adjustments $ (27,324) $ (25,084) Accumulated other comprehensive loss $ (27,324) $ (25,084) | |
Financing Receivable, Allowance for Credit Loss | The following table shows the changes in the allowance for credit losses for fiscal 2022, 2021 and 2020 (in thousands): 2022 2021 2020 Balance at beginning of year $ 5,713 $ 4,951 $ 2,267 Adjustment based on aged receivables analysis (377) 1,040 2,734 Charge-offs, net (116) (354) (129) Other (64) (41) 106 Effect of exchange rate changes 51 117 (27) Balance at end of year $ 5,207 $ 5,713 $ 4,951 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Tables) | 12 Months Ended |
Feb. 28, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Depreciation is computed using the straight-line method over the estimated useful lives of the related assets as follows: Buildings and structures 10-25 years Machinery and equipment 3-15 years Furniture and fixtures 3-15 years Automotive equipment 3 years Computers and software 3-7 years Property, plant and equipment consisted of the following as of February 28, 2022 and February 28, 2021 (in thousands): 2022 2021 Land $ 22,318 $ 21,439 Building and structures 176,747 158,190 Machinery and equipment 283,333 253,027 Furniture, fixtures, software and computers 33,994 31,695 Automotive equipment 5,350 3,714 Construction in progress 14,623 26,223 536,365 494,288 Less accumulated depreciation (305,517) (287,199) Property, plant, and equipment, net $ 230,848 $ 207,089 The following table outlines the classification of depreciation expense in the consolidated statements of income for fiscal 2022, 2021, and 2020 (in thousands): 2022 2021 2020 Cost of sales $ 30,357 $ 29,884 $ 30,721 Selling, general and administrative 2,004 2,319 2,349 Total depreciation expense $ 32,361 $ 32,203 $ 33,070 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Feb. 28, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in goodwill by segment for fiscal years 2022 and 2021 were as follows (in thousands): 2022 Segment Beginning Balance Acquisitions Divestiture Other Currency Translation Adjustment Ending Balance Metal Coatings $ 158,659 $ 32,389 $ — $ (477) $ (180) $ 190,391 Infrastructure Solutions 195,222 — — — — 195,222 Total $ 353,881 $ 32,389 $ — $ (477) $ (180) $ 385,613 2021 Segment Beginning Balance Acquisitions Divestiture Other Currency Translation Adjustment Ending Balance Metal Coatings $ 157,048 $ 1,551 $ (1,132) $ — $ 1,192 $ 158,659 Infrastructure Solutions 199,177 — (2,262) (1,693) — 195,222 Total $ 356,225 $ 1,551 $ (3,394) $ (1,693) $ 1,192 $ 353,881 |
Schedule of Finite-Lived Intangible Assets by Major Class | Amortizable intangible assets consisted of the following as of February 28, 2022 and February 28, 2021 (in thousands): Weighted-Average Life (Years) 2022 2021 Customer related intangibles 15 $ 149,796 $ 145,782 Non-compete agreements 12 7,903 8,803 Trademarks 21.0 23,303 26,695 Technology 25.0 2,554 2,554 Certifications 8 408 399 Gross intangible assets 183,964 184,233 Less accumulated amortization (111,638) (100,342) Total amortizable intangible assets, net $ 72,326 $ 83,891 |
Finite-lived Intangible Assets Amortization Expense | The following table outlines the classification of amortization expense in the statements of income for fiscal 2022, 2021, and 2020 (in thousands): 2022 2021 2020 Cost of sales $ 6,658 $ 6,838 $ 6,873 Selling, general and administrative 5,646 5,562 10,251 Total amortization expense $ 12,304 $ 12,400 $ 17,124 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following summarizes the estimated amortization expense for the next five fiscal years and beyond (in thousands): 2023 $ 11,741 2024 9,913 2025 9,104 2026 9,075 2027 8,808 Thereafter 23,685 Total $ 72,326 |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 12 Months Ended |
Feb. 28, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Accrued Liabilities | Other accrued liabilities consisted of the following as of February 28, 2022 and February 28, 2021 (in thousands): 2022 2021 Accrued interest $ 789 $ 957 Accrued warranty 3,686 4,460 Commissions 2,959 3,618 Personnel expenses 6,539 9,709 Group medical insurance 2,575 2,517 Sales and other taxes payable 3,850 2,592 Other 3,694 3,792 Total $ 24,092 $ 27,645 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Feb. 28, 2022 | |
Leases [Abstract] | |
Lease, Cost | The following table outlines the classification of the Company's right-of-use asset and lease liabilities in the balance sheets for fiscal 2022 and 2021 (in thousands): Balance Sheet Classification February 28, 2022 February 28, 2021 Assets Right-of-use assets Right-of-use assets $ 43,286 $ 37,801 Liabilities Operating lease liabilities ― ST Lease liability - short-term 7,140 6,552 Operating lease liabilities ― LT Lease liability - long-term 34,965 32,405 Finance lease liabilities ― ST Lease liability - short-term 178 66 Finance lease liabilities ― LT Lease liability - long-term 645 226 The following table outlines the classification of lease expense in the statements of income for fiscal 2022, 2021, and 2020 (in thousands): 2022 2021 2020 Cost of sales $ 11,070 $ 10,533 $ 13,521 Selling, general and administrative 3,959 4,485 4,923 Total lease cost $ 15,029 $ 15,018 $ 18,444 Supplemental information related to the Company's portfolio of leases was as follows (in thousands, except years and percentages): 2022 2021 Operating cash flows from operating leases included in lease liabilities $ 9,044 $ 8,143 Lease liabilities obtained from new ROU assets - operating $ 13,389 $ 2,186 Weighted-average remaining lease term - operating leases 7.90 years 6.92 years Weighted-average discount rate - operating leases 4.56 % 4.71 % Operating and financing cash flows from financing leases included in lease liabilities $ 100 $ 25 Lease liabilities obtained from new ROU assets - financing $ 519 $ 230 Weighted-average remaining lease term - financing leases 4.73 years 4.25 years Weighted-average discount rate - financing leases 2.95 % 4.00 % |
Lessee, Operating Lease, Liability, Maturity | As of February 28, 2022, maturities of the Company's lease liabilities were as follows (in thousands): Fiscal year: Operating Leases Finance Leases Total 2023 $ 8,880 $ 199 $ 9,079 2024 7,930 199 8,129 2025 6,838 196 7,034 2026 5,302 132 5,434 2027 5,009 105 5,114 Thereafter 16,331 46 16,377 Total lease payments 50,290 877 51,167 Less imputed interest (8,183) (56) (8,239) Total 42,107 821 42,928 |
Finance Lease, Liability, Maturity | As of February 28, 2022, maturities of the Company's lease liabilities were as follows (in thousands): Fiscal year: Operating Leases Finance Leases Total 2023 $ 8,880 $ 199 $ 9,079 2024 7,930 199 8,129 2025 6,838 196 7,034 2026 5,302 132 5,434 2027 5,009 105 5,114 Thereafter 16,331 46 16,377 Total lease payments 50,290 877 51,167 Less imputed interest (8,183) (56) (8,239) Total 42,107 821 42,928 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Feb. 28, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company’s long-term debt instruments and balances outstanding as of February 28, 2022 and February 28, 2021 were as follows (in thousands): 2022 2021 Revolving Credit Facility $ 77,000 $ 29,000 2020 Senior Notes 150,000 150,000 Total debt, gross 227,000 179,000 Unamortized debt issuance costs (516) (581) Total debt, net 226,484 178,419 Less amount due within one year — — Debt due after one year, net $ 226,484 $ 178,419 |
Schedule of Maturities of Long-term Debt | For each of the five years after February 28, 2022, required principal payments under the terms of the long-term debt, including the 2021 Credit Agreement, are as follows (dollars in thousands): Fiscal Year: Future Debt Maturities 2023 $ — 2024 — 2025 — 2026 — 2027 77,000 Thereafter 150,000 Total $ 227,000 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Feb. 28, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The provision for income taxes for fiscal year 2022, 2021 and 2020 consisted of the following (in thousands): 2022 2021 2020 Income before income taxes: Domestic $ 98,610 $ 46,766 $ 44,406 Foreign 7,735 4,231 20,484 Income before income taxes $ 106,345 $ 50,997 $ 64,890 Current provision: Federal $ 15,644 $ 9,532 $ 12,563 Foreign 738 2,660 5,259 State and local 2,547 1,754 1,451 Total current provision for income taxes $ 18,929 $ 13,946 $ 19,273 Deferred provision (benefit): Federal $ 4,407 $ (2,165) $ (1,452) Foreign (1,540) (2,294) (21) State and local 527 1,896 (1,144) Total deferred provision for (benefit from) income taxes $ 3,394 $ (2,563) $ (2,617) Total provision for income taxes $ 22,323 $ 11,383 $ 16,656 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation from the federal statutory income tax rate to the effective income tax rate is as follows for the prior three fiscal years: 2022 2021 2020 Statutory federal income tax rate 21.0 % 21.0 % 21.0 % Permanent differences (0.5) (0.1) 0.1 State income taxes, net of federal income tax benefit 1.9 5.4 — Valuation allowance (0.5) (0.4) — Stock compensation 0.1 1.1 — Tax credits (1.4) (3.4) 2.0 Foreign tax rate differential 0.5 0.1 1.4 Uncertain tax positions (1.1) (1.0) 1.4 Audit settlement 0.7 1.9 — Other 0.4 (2.3) (0.2) Effective income tax rate 21.0 % 22.3 % 25.7 % |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company’s net deferred income tax liability are as follows for fiscal year 2022 and 2021 (in thousands): 2022 2021 Deferred income tax assets: Employee related items $ 3,750 $ 3,282 Inventories 6,536 5,729 Accrued warranty 459 429 Accounts receivable 2,347 Lease liabilities 8,200 8,962 Other deferred income tax assets 92 239 Net operating loss and other credit carry-forwards 10,418 6,649 $ 29,455 $ 27,637 Less: valuation allowance (142) (689) Total deferred income tax assets 29,313 26,948 Deferred income tax liabilities: Depreciation methods and property basis differences $ (20,688) $ (18,982) Right-of-use lease assets (7,809) (8,623) Accounts receivable (619) — Other assets and tax-deductible goodwill (42,678) (34,740) Total deferred income tax liabilities (71,794) -71794000 (62,345) Net deferred income tax liabilities $ (42,481) $ (35,397) |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending balance of total unrecognized tax benefits, which is included in "Other long-term liabilities" in the consolidated balance sheets for the years ended February 28, 2022 and 2021 is as follows (in thousands): 2022 2021 Balance at beginning of period $ 3,350 $ 2,531 Increase for tax positions related to current periods: — — Gross increases 513 5,617 Gross decreases (260) — Increase for tax positions related to prior periods: Gross increases 997 — Gross decreases (356) (1,263) Decreases related to settlements with taxing authorities (691) (642) Lapse of statute of limitations (1,259) (2,893) Balance at end of period $ 2,294 $ 3,350 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Feb. 28, 2022 | |
Equity [Abstract] | |
Class of Treasury Stock | The following table outlines the Company's share repurchases under the 2020 Authorization during fiscal 2022 and 2021 (in thousands, except per share data): Purchased under 2020 Authorization Purchased under 2012 Authorization Total Shares Repurchased Year Ended February 28, 2022 Number of shares repurchased 602 — 602 Total amount of shares repurchased $ 30,815 $ — $ 30,815 Average price per share $ 51.20 $ — $ 51.20 Year Ended February 28, 2021 Number of shares repurchased 331 883 1,214 Total amount of shares repurchased $ 15,998 $ 32,313 $ 48,311 Average price per share $ 48.36 $ 36.60 $ 39.80 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Feb. 28, 2022 | |
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 for fiscal years 2022, 2021 and 2020 (in thousands, except per share data): 2022 2021 2020 Numerator: Net income for basic and diluted earnings per common share $ 84,022 $ 39,614 $ 48,234 Denominator: Total weighted average basic shares 24,855 25,897 26,191 Effect of dilutive securities: Shares applicable to stock-based compensation 222 148 90 Total weighted average diluted shares 25,077 26,045 26,281 Earnings per share: Basic earnings per share $ 3.38 $ 1.53 $ 1.84 Diluted earnings per share $ 3.35 $ 1.52 $ 1.84 |
Employee Benefit Plans (Table)
Employee Benefit Plans (Table) | 12 Months Ended |
Feb. 28, 2022 | |
Postemployment Benefits [Abstract] | |
Schedule of Multiemployer Plans | The following table outlines the Company's participation in multiemployer pension plans considered to be individually significant (dollar amounts in thousands): EIN/Pension Plan Number Pension Protection Act Reported Status (1) FIP/RP Company Contributions (3) Surcharge Imposed (4) Expiration Date of Collective Bargaining Agreements Fiscal Year Pension Fund 2022 2021 2022 2021 2020 Boilermaker-Blacksmith National Pension Trust EIN:48-6168020 Endangered Endangered Implemented $ 3,827 $ 3,340 $ 5,337 Yes Various through 12/31/2021 Contributions to other multiemployer pension plans 130 97 366 Total contributions $ 3,957 $ 3,437 $ 5,703 (1) The most recent Pension Protection Act reported status available for fiscal 2022 and 2021 is for the plan’s year-end as of December 31, 2021 and 2020, respectively. The zone status is based on information that the Company received from the plan trustee and is certified by the plan’s actuary. A plan is generally classified in critical status if a funding deficiency is projected within four years or five years, depending on other criteria. A plan in critical status is classified in critical and declining status if it is projected to become insolvent in the next 15 or 20 years, depending on other criteria. A plan is classified in endangered status if its funded percentage is less than 80% or a funding deficiency is projected within seven years. If the plan satisfies both of these triggers, it is classified in seriously endangered status. A plan not classified in any other status is classified in the green zone. As of the date the financial statements were issued, Form 5500, which is filed by employee benefit plans to satisfy annual reporting requirements under the Employee Retirement Income Security Act and under the Internal Revenue Code, was not available for the plan year ended in 2021. (2) The “FIP/RP Status” column indicates plans for which a Funding Improvement Plan (“FIP”) or a Rehabilitation Plan (“RP”) has been implemented. (3) For the multiemployer pension plan considered to be individually significant, the Company was not listed in the Form 5500 as providing more than 5% of the total contributions for plan years ended December 31, 2020 and 2019, which are the most recent reports available. (4) A multiemployer pension plan that has been certified as endangered, seriously endangered or critical may begin to levy a statutory surcharge on contribution rates. Once authorized, the surcharge would be at a rate of 5% for the first 12 months and 10% for any periods thereafter. Contributing employers, however, may eliminate the surcharge by entering into a collective bargaining agreement that meets the requirements of the applicable FIP or RP. |
Share-based Compensation (Table
Share-based Compensation (Tables) | 12 Months Ended |
Feb. 28, 2022 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Restricted Stock Unit Awards Non-Vested | A summary of the Company's RSU award activity (including DERs) for fiscal years 2022, 2021, and 2020 is as follows: 2022 2021 2020 Restricted Stock Units Weighted Average Grant Date Fair Value Restricted Stock Units Weighted Average Grant Date Fair Value Restricted Stock Units Weighted Average Grant Date Fair Value Outstanding at beginning of year 226,446 $ 35.66 194,946 $ 44.34 146,532 $ 48.93 Granted 77,787 51.23 131,120 28.78 140,070 43.86 Vested (84,060) 35.78 (70,913) 45.67 (84,595) 54.63 Forfeited (6,075) 39.02 (28,707) 36.59 (7,061) 45.30 Outstanding at end of year 214,098 $ 41.24 226,446 $ 35.66 194,946 $ 44.34 Vested and expected to vest at end of year 214,098 $ 41.24 224,807 $ 35.56 193,718 $ 44.34 |
Share-based Payment Arrangement, Performance Shares, Outstanding Activity | A summary of the Company’s PSU award activity (including DERs) for fiscal years 2022, 2021, and 2020 is as follows: 2022 2021 2020 Performance Stock Units Weighted Average Grant Date Fair Value Performance Stock Units Weighted Average Grant Date Fair Value Performance Stock Units Weighted Average Grant Date Fair Value Outstanding at the beginning of year 143,584 $ 39.96 109,936 $ 47.75 83,125 $ 49.74 Granted 55,114 63.39 69,955 33.22 49,000 46.19 Vested (44,243) 54.00 — — — — Forfeited — — (36,307) 50.57 (22,189) 55.08 Outstanding at the end of year 154,455 $ 44.05 143,584 $ 39.96 109,936 $ 47.75 |
Stock Appreciation Rights and Option Awards | A summary of the Company’s SAR activity for fiscal years 2022, 2021 and 2020 is as follows: 2022 2021 2020 SARs Weighted Average Exercise Price SARs Weighted Average Exercise Price SARs Weighted Average Exercise Price Outstanding at beginning of year 5,435 $ 45.25 94,826 $ 44.58 98,184 $ 44.46 Granted — — — — — — Exercised (5,435) 45.25 (45,902) 44.00 (2,965) 44.58 Forfeited — — (43,489) 45.10 (393) 43.92 Outstanding at end of year — $ — 5,435 $ 45.25 94,826 $ 44.58 Exercisable at the end of year — $ — 5,435 $ 45.25 94,826 $ 44.58 |
Share-based compensation expense and related income tax | The following table shows share-based compensation expense and the related income tax benefit included in the consolidated statements of income for fiscal years 2022, 2021 and 2020 (in thousands): 2022 2021 2020 Compensation expense $ 9,449 $ 7,330 $ 6,290 Income tax benefits $ 1,984 $ 1,539 $ 1,321 |
Operating segments (Tables)
Operating segments (Tables) | 12 Months Ended |
Feb. 28, 2022 | |
Segment Reporting [Abstract] | |
Operations and assets by segment | The following tables show information by reportable segment for fiscal years 2022, 2021 and 2020 (in thousands): 2022 2021 2020 Sales: Metal Coatings $ 519,000 $ 457,791 $ 498,989 Infrastructure Solutions 383,664 381,126 562,828 Total sales $ 902,664 $ 838,917 $ 1,061,817 Operating income (loss): Metal Coatings $ 127,335 $ 95,946 $ 107,926 Infrastructure Solutions (1) 35,543 6,487 32,845 Corporate (49,538) (40,819) (42,796) Loss on disposal of business — — (18,632) Total operating income $ 113,340 $ 61,614 $ 79,343 (1) Operating income for the Infrastructure Solutions segment for fiscal 2020 includes impairment charges of $9.2 million, of which $7.2 million are included in Selling, general and administrative expense, and $2.0 million are included in Cost of sales. See Notes 1 and 3 for more information. 2022 2021 2020 Depreciation and amortization: Metal Coatings $ 30,000 $ 29,930 $ 30,042 Infrastructure Solutions 13,037 12,978 18,414 Corporate 1,628 1,695 1,738 Total $ 44,665 $ 44,603 $ 50,194 2022 2021 2020 Expenditures for acquisitions, net of cash, and property, plant and equipment: Metal Coatings $ 82,737 $ 29,305 $ 81,340 Infrastructure Solutions 4,814 9,619 9,158 Corporate 2,073 2,574 2,725 Total $ 89,624 $ 41,498 $ 93,223 |
Reconciliation of Assets from Segment to Consolidated | Asset information by segment was as follows as of February 28, 2022 and February 28, 2021 (in thousands): 2022 2021 Assets: Metal Coatings $ 575,088 $ 480,778 Infrastructure Solutions 525,086 492,771 Corporate 32,854 25,678 Total assets $ 1,133,028 $ 999,227 |
Revenue from External Customers by Geographic Areas | Financial information about geographical areas for the periods presented was as follows for fiscal years 2022, 2021 and 2020 (in thousands): 2022 2021 2020 Sales: United States $ 789,047 $ 711,696 $ 850,656 International 113,617 127,221 211,161 Total $ 902,664 $ 838,917 $ 1,061,817 |
Long-lived Assets by Geographic Areas | 2022 2021 Property, plant and equipment, net: United States $ 194,539 $ 181,898 Canada 26,264 15,007 Other countries 10,045 10,184 Total $ 230,848 $ 207,089 |
Restructuring and Impairment _2
Restructuring and Impairment Charges (Tables) | 12 Months Ended |
Feb. 28, 2022 | |
Restructuring and Related Activities [Abstract] | |
Disposal Groups, Including Discontinued Operations | The following table shows the assets and liabilities related to this business as reported, adjustments to reclassify the asset to assets held and used, and the adjusted amounts, as of February 28, 2021: As of February 28, 2021 As Reported Adjustments As Adjusted Assets Accounts receivable $ 128,127 $ 638 $ 128,765 Inventories 92,912 907 93,819 Contract assets 58,056 3,314 61,370 Other current assets 5,876 153 6,029 Assets held for sale 3,684 (3,449) 235 Property, plant and equipment 205,909 1,180 207,089 Intangibles and other assets, net 91,390 42 91,432 Total $ 585,954 $ 2,785 $ 588,739 Liabilities Accounts payable $ 41,034 $ 508 $ 41,542 Other accrued liabilities 27,136 509 27,645 Contract liabilities 16,138 1,735 17,873 Lease liability, short-term 6,588 31 6,619 Lease liability, long-term 32,629 2 32,631 Total $ 123,525 $ 2,785 $ 126,310 |
Restructuring and Related Costs | During fiscal 2021, the Company recognized certain charges related to the businesses sold, assets held for sale and assets that were abandoned, which are summarized in the table below: Year Ended February 28, 2021 Metal Coatings Infrastructure Solutions Total Write down of assets held for sale to estimated sales price $ 2,652 $ 4,100 $ 6,752 Write down of assets expected to be abandoned 6,923 — 6,923 Loss on sale of subsidiaries 1,221 1,859 3,080 Write down of excess inventory — 2,511 2,511 Costs associated with assets held for sale — 733 733 Total charges $ 10,796 $ 9,203 $ 19,999 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Feb. 28, 2022 | |
Business Combinations [Abstract] | |
Schedule of assets acquired and liabilities assumed | The following table represents the preliminary summary of the assets acquired and liabilities assumed, in aggregate, related to the DAAM acquisition, as of the date of the acquisition (in thousands): Assets Accounts receivable $ 2,576 Inventories 2,308 Property, plant and equipment 14,436 Goodwill 24,498 Liabilities Accounts payable and other accrued liabilities (4,003) Deferred tax liabilities (3,596) Total purchase price $ 36,219 The allocation of the purchase price of Steel Creek has not been completed, and the assets acquired and liabilities assumed are preliminary and subject to change. The following table summarizes the fair values of the preliminary allocation of assets acquired and liabilities assumed, in aggregate, related to the Steel Creek acquisition, as of the date of the acquisition (in thousands): Assets Accounts receivable $ 598 Inventories 3,593 Property, plant and equipment 15,796 Intangibles 872 Goodwill 7,732 Liabilities Accounts payable and other accrued liabilities (765) Contingent consideration (2,826) Total purchase price $ 25,000 The following table summarizes the fair values of the assets acquired and liabilities assumed, in aggregate, related to the acquisitions in fiscal 2020, as of the date of each respective acquisition (in thousands): Assets Accounts receivable $ 4,591 Inventories 1,830 Prepaid expenses and other 22 Property, plant and equipment 5,336 Intangibles 15,512 Goodwill 39,419 Liabilities Accounts payable and other accrued liabilities (1,575) Contingent consideration (2,000) Deferred income taxes (2,507) Total purchase price $ 60,628 |
Schedule of components of identifiable intangible assets acquired | The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of each respective acquisition (in thousands): Fair Value Useful Life Customer relationships $ 15,360 15 years Non-compete agreements 152 3 years Total intangible assets $ 15,512 |
Schedule of proforma information | The unaudited pro forma financial information was as follows (in thousands): 2020 Revenues $ 1,072,633 Net income 49,702 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) | 12 Months Ended | ||
Feb. 28, 2022USD ($)segment | Feb. 28, 2021USD ($) | Feb. 29, 2020USD ($) | |
Business Acquisition [Line Items] | |||
Asset impairment charges | $ 13,700,000 | $ 9,200,000 | |
Goodwill, impairment loss | $ 0 | 0 | $ 0 |
Number of operating segments | segment | 2 | ||
Contract liabilities | $ 42,465,000 | 17,873,000 | 18,418,000 |
Restricted cash | 300,000 | 900,000 | |
Capital Expenditures Incurred but Not yet Paid | $ 900,000 | $ 1,500,000 | $ 2,400,000 |
Minimum | |||
Business Acquisition [Line Items] | |||
Useful life | 2 years | ||
Maximum | |||
Business Acquisition [Line Items] | |||
Useful life | 19 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Contract Liability Details (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Movement In Contract With Customer, Liability [Roll Forward] | ||
Balance at beginning of period | $ 17,873 | $ 18,418 |
Contract liabilities added during the period | 38,085 | 13,603 |
Sales recognized during the period | (13,493) | (14,148) |
Balance at end of period | $ 42,465 | $ 17,873 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Disaggregated Revenues (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Sales | $ 902,664 | $ 838,917 | $ 1,061,817 |
Industrial | |||
Disaggregation of Revenue [Line Items] | |||
Sales | 559,653 | 511,740 | 605,236 |
Transmission and distribution | |||
Disaggregation of Revenue [Line Items] | |||
Sales | 189,559 | 209,729 | 254,836 |
Power generation | |||
Disaggregation of Revenue [Line Items] | |||
Sales | $ 153,452 | $ 117,448 | $ 201,745 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Property, Plant, and Equipment (Details) | 12 Months Ended |
Feb. 28, 2022 | |
Buildings and structures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 10 years |
Buildings and structures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 25 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 3 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 15 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 3 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 15 years |
Automotive equipment | |
Property, Plant and Equipment [Line Items] | |
Useful life | 3 years |
Computers and software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 3 years |
Computers and software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 7 years |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Product Warranty Roll-forward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Balance at beginning of period | $ 4,460 | $ 3,702 | $ 1,751 |
Warranty costs incurred | (1,136) | (1,865) | (2,118) |
Additions charged to income | 362 | 2,623 | 4,069 |
Balance at end of period | $ 3,686 | $ 4,460 | $ 3,702 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Debt (Details) - USD ($) $ in Millions | Feb. 28, 2022 | Feb. 28, 2021 |
Senior Notes | Unsecured Senior Notes Due March 31, 2018 | ||
Debt Instrument [Line Items] | ||
Fair value of notes | $ 144 | $ 144.8 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | Feb. 28, 2022 | Feb. 28, 2021 |
Accounting Policies [Abstract] | ||
Foreign currency translation adjustments | $ (27,324) | $ (25,084) |
Accumulated other comprehensive loss | $ (27,324) | $ (25,084) |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Recognized Sales (Details) $ in Millions | Feb. 28, 2022USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-03-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 36.7 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-03-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 5.6 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-03-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 0.1 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-03-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 0.1 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 2 years |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Rollforward of Allowance For Credit Losses (Details) - Allowance for Credit Losses - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of year | $ 5,713 | $ 4,951 | $ 2,267 |
Adjustment based on aged receivables analysis | (377) | 1,040 | 2,734 |
Charge-offs, net | (116) | (354) | (129) |
Other | (64) | (41) | 106 |
Effect of exchange rate changes | 51 | 117 | (27) |
Balance at end of year | $ 5,207 | $ 5,713 | $ 4,951 |
Property, Plant and Equipment_3
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Feb. 28, 2022 | Feb. 28, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 536,365 | $ 494,288 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | (305,517) | (287,199) |
Property, Plant and Equipment, Net, Total | 230,848 | 207,089 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 22,318 | 21,439 |
Buildings and structures | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 176,747 | 158,190 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 283,333 | 253,027 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 33,994 | 31,695 |
Automotive equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 5,350 | 3,714 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 14,623 | $ 26,223 |
Property, Plant and Equipment -
Property, Plant and Equipment - Classification of Depreciation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 32,361 | $ 32,203 | $ 33,070 |
Cost of sales | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation | 30,357 | 29,884 | 30,721 |
Selling, general and administrative | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 2,004 | $ 2,319 | $ 2,349 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Feb. 29, 2020 | Feb. 28, 2022 | Feb. 28, 2021 | |
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | $ 353,881 | $ 356,225 | |
Acquisitions | 32,389 | 1,551 | |
Divestiture | $ (7,900) | 0 | (3,394) |
Other | (477) | (1,693) | |
Currency Translation Adjustment | (180) | 1,192 | |
Goodwill, ending balance | 356,225 | 385,613 | 353,881 |
Metal Coatings | Operating Segments | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 158,659 | 157,048 | |
Acquisitions | 32,389 | 1,551 | |
Divestiture | 0 | (1,132) | |
Other | (477) | 0 | |
Currency Translation Adjustment | (180) | 1,192 | |
Goodwill, ending balance | 157,048 | 190,391 | 158,659 |
Infrastructure Solutions | Operating Segments | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 195,222 | 199,177 | |
Acquisitions | 0 | 0 | |
Divestiture | 0 | (2,262) | |
Other | 0 | (1,693) | |
Currency Translation Adjustment | 0 | 0 | |
Goodwill, ending balance | $ 199,177 | $ 195,222 | $ 195,222 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Amortizable Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Amortizable intangible assets | ||
Finite-lived intangible assets, gross | $ 183,964 | $ 184,233 |
Less accumulated amortization | (111,638) | (100,342) |
Finite-Lived Intangible Assets, Net | $ 72,326 | 83,891 |
Customer related intangibles | ||
Amortizable intangible assets | ||
Useful Life | 15 years | |
Finite-lived intangible assets, gross | $ 149,796 | 145,782 |
Non-compete agreements | ||
Amortizable intangible assets | ||
Useful Life | 12 years | |
Finite-lived intangible assets, gross | $ 7,903 | 8,803 |
Trademarks | ||
Amortizable intangible assets | ||
Useful Life | 21 years | |
Finite-lived intangible assets, gross | $ 23,303 | 26,695 |
Technology | ||
Amortizable intangible assets | ||
Useful Life | 25 years | |
Finite-lived intangible assets, gross | $ 2,554 | 2,554 |
Certifications | ||
Amortizable intangible assets | ||
Useful Life | 8 years | |
Finite-lived intangible assets, gross | $ 408 | $ 399 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Feb. 29, 2020 | Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Other | $ (477) | $ (1,693) | ||
Divestiture | $ 7,900 | 0 | 3,394 | |
Impairment loss on long lived assets | 0 | 0 | $ 9,157 | |
Finite-Lived Intangible Assets, Net | 72,326 | 83,891 | ||
Indefinite-lived trade names | 3,400 | 3,400 | ||
Operating Segments | Infrastructure Solutions | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Other | 0 | (1,693) | ||
Divestiture | $ 0 | 2,262 | ||
Nuclear Logistics Business [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Impairment loss on long lived assets | 14,600 | |||
Finite-Lived Intangible Assets, Net | $ 7,200 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Amortization expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of intangible assets | $ 12,304 | $ 12,400 | $ 17,124 |
Cost of sales | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of intangible assets | 6,658 | 6,838 | 6,873 |
Selling, general and administrative | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of intangible assets | $ 5,646 | $ 5,562 | $ 10,251 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Schedule of Future Amortization (Details) - USD ($) $ in Thousands | Feb. 28, 2022 | Feb. 28, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2023 | $ 11,741 | |
2024 | 9,913 | |
2025 | 9,104 | |
2026 | 9,075 | |
2027 | 8,808 | |
Thereafter | 23,685 | |
Finite-Lived Intangible Assets, Net | $ 72,326 | $ 83,891 |
Other Accrued Liabilities (Deta
Other Accrued Liabilities (Details) - USD ($) $ in Thousands | Feb. 28, 2022 | Feb. 28, 2021 |
Other Liabilities Disclosure [Abstract] | ||
Accrued interest | $ 789 | $ 957 |
Accrued warranty | 3,686 | 4,460 |
Commissions | 2,959 | 3,618 |
Personnel expenses | 6,539 | 9,709 |
Group medical insurance | 2,575 | 2,517 |
Sales and other taxes payable | 3,850 | 2,592 |
Other Sundry Liabilities, Current | 3,694 | 3,792 |
Total other accrued liabilities | $ 24,092 | $ 27,645 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Leases [Abstract] | |||
Operating lease, cost | $ 15,029 | $ 15,018 | $ 18,444 |
Leases - Lease Cost (Details)_2
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Lessee, Lease, Description [Line Items] | |||
Right-of-use assets | $ 43,286 | $ 37,801 | |
Operating lease liabilities ― ST | $ 7,140 | $ 6,552 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Lease liability, short-term | Lease liability, short-term | |
Operating lease liabilities ― LT | $ 34,965 | $ 32,405 | |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Lease liability, long-term | Lease liability, long-term | |
Finance lease liabilities ― ST | $ 178 | $ 66 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Lease liability, short-term | Lease liability, short-term | |
Finance lease liabilities ― LT | $ 645 | $ 226 | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Lease liability, long-term | Lease liability, long-term | |
Operating lease, cost | $ 15,029 | $ 15,018 | $ 18,444 |
Cost of sales | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, cost | 11,070 | 10,533 | 13,521 |
Selling, general and administrative | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, cost | $ 3,959 | $ 4,485 | $ 4,923 |
Leases - Lease Maturity (Detail
Leases - Lease Maturity (Details) $ in Thousands | Feb. 28, 2022USD ($) |
Operating Leases | |
2023 | $ 8,880 |
2024 | 7,930 |
2025 | 6,838 |
2026 | 5,302 |
2027 | 5,009 |
Thereafter | 16,331 |
Total lease payments | 50,290 |
Less imputed interest | (8,183) |
Total | 42,107 |
Finance Leases | |
2023 | 199 |
2024 | 199 |
2025 | 196 |
2026 | 132 |
2027 | 105 |
Thereafter | 46 |
Total lease payments | 877 |
Less imputed interest | (56) |
Total | 821 |
2023 | 9,079 |
2024 | 8,129 |
2025 | 7,034 |
2026 | 5,434 |
2027 | 5,114 |
Thereafter | 16,377 |
Total lease payments | 51,167 |
Less imputed interest | (8,239) |
Total | $ 42,928 |
Leases - Lease Details (Details
Leases - Lease Details (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Lease, Cost [Abstract] | ||
Operating cash flows from operating leases included in lease liabilities | $ 9,044 | $ 8,143 |
Lease liabilities obtained from new ROU assets - operating | $ 13,389 | $ 2,186 |
Weighted-average remaining lease term - operating leases | 7 years 10 months 24 days | 6 years 11 months 1 day |
Weighted-average discount rate - operating leases | 4.56% | 4.71% |
Operating and financing cash flows from financing leases included in lease liabilities | $ 100 | $ 25 |
Lease liabilities obtained from new ROU assets - financing | $ 519 | $ 230 |
Weighted-average remaining lease term - financing leases | 4 years 8 months 23 days | 4 years 3 months |
Weighted-average discount rate - financing leases | 2.95% | 4.00% |
Debt - Schedule of Long-term De
Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Feb. 28, 2022 | Feb. 28, 2021 | Jan. 21, 2011 |
Debt Instrument [Line Items] | |||
Total debt, gross | $ 227,000 | $ 179,000 | |
Unamortized debt issuance costs | (516) | (581) | |
Total debt, net | 226,484 | 178,419 | |
Less amount due within one year | 0 | 0 | |
Debt due after one year, net | 226,484 | 178,419 | |
Line of Credit | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Total debt, gross | 77,000 | 29,000 | |
Senior Notes | Unsecured Senior Notes Due January 2021 | |||
Debt Instrument [Line Items] | |||
Total debt, gross | $ 125,000 | ||
Senior Notes | 2020 Senior Notes | |||
Debt Instrument [Line Items] | |||
Total debt, gross | $ 150,000 | $ 150,000 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | Jul. 08, 2021 | Oct. 09, 2020 | Mar. 21, 2017 | Feb. 28, 2022 | Feb. 28, 2021 | Jan. 21, 2011 |
Debt Instrument [Line Items] | ||||||
Total debt, gross | $ 227,000,000 | $ 179,000,000 | ||||
Letters of credit outstanding | 22,000,000 | |||||
Eurodollar [Member] | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, interest rate | 0.875% | |||||
Eurodollar [Member] | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, interest rate | 1.75% | |||||
Base Rate [Member] | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, interest rate | 0.00% | |||||
Base Rate [Member] | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, interest rate | 0.75% | |||||
Senior Notes | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Accordion feature | $ 75,000,000 | |||||
Letters of credit outstanding | 9,700,000 | |||||
Remaining borrowing capacity on line of credit | 313,300,000 | |||||
Senior Notes | Unsecured Senior Notes Due January 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Total debt, gross | $ 125,000,000 | |||||
Debt instrument, stated percentage | 5.42% | |||||
Senior Notes | 2020 Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Total debt, gross | $ 150,000,000 | 150,000,000 | ||||
Debt instrument, face amount | $ 150,000,000 | |||||
Senior Notes | Two Point Seventy Seven Coupon, Seven Year Senior Unsecured Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument term | 7 years | |||||
Debt instrument, face amount | $ 70,000,000 | |||||
Debt instrument, stated percentage | 2.77% | |||||
Senior Notes | Three Point Seventeen Percent Coupon, Twelve Year Senior Unsecured Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument term | 12 years | |||||
Debt instrument, face amount | $ 80,000,000 | |||||
Debt instrument, stated percentage | 3.17% | |||||
Bank Of America And Other Lenders [Member] | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Covenant, maximum capital lease obligations | 20,000,000 | |||||
Covenant, maximum investments in foreign subsidiaries | 50,000,000 | |||||
Revolving Credit Facility | 2021 Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 400,000,000 | |||||
Accordion feature | 200,000,000 | |||||
Debt instrument, interest rate, effective percentage | 2.49% | |||||
Revolving Credit Facility | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Total debt, gross | $ 77,000,000 | $ 29,000,000 | ||||
Revolving Credit Facility | Bank Of America And Other Lenders [Member] | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 450,000,000 | |||||
Accordion feature | $ 150,000,000 | |||||
Revolving Credit Facility | Bank Of America And Other Lenders [Member] | Line of Credit | Eurodollar [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread | 1.00% | |||||
Revolving Credit Facility | Bank Of America And Other Lenders [Member] | Line of Credit | Eurodollar [Member] | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread | 0.875% | |||||
Commitment fees | 0.175% | |||||
Revolving Credit Facility | Bank Of America And Other Lenders [Member] | Line of Credit | Eurodollar [Member] | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread | 1.875% | |||||
Commitment fees | 0.30% | |||||
Revolving Credit Facility | Bank Of America And Other Lenders [Member] | Line of Credit | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread | 0.50% | |||||
Standby Letters of Credit | Bank Of America And Other Lenders [Member] | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Accordion feature | $ 30,000,000 | |||||
Standby And Commercial Letters Of Credit | 2021 Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Accordion feature | 85,000,000 | |||||
Swing Line Loan | 2021 Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Accordion feature | $ 50,000,000 |
Debt - Schedule of Long-term _2
Debt - Schedule of Long-term Debt Maturities (Details) - USD ($) $ in Thousands | Feb. 28, 2022 | Feb. 28, 2021 |
Debt Disclosure [Abstract] | ||
2023 | $ 0 | |
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
2027 | 77,000 | |
Thereafter | 150,000 | |
Total debt, gross | $ 227,000 | $ 179,000 |
Income Taxes - Provision of Inc
Income Taxes - Provision of Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Income (loss) before income taxes: | |||
Domestic | $ 98,610 | $ 46,766 | $ 44,406 |
Foreign | 7,735 | 4,231 | 20,484 |
Income before income taxes | 106,345 | 50,997 | 64,890 |
Current provision: | |||
Federal | 15,644 | 9,532 | 12,563 |
Foreign | 738 | 2,660 | 5,259 |
State and local | 2,547 | 1,754 | 1,451 |
Total current provision for income taxes | 18,929 | 13,946 | 19,273 |
Deferred provision (benefit): | |||
Federal | 4,407 | (2,165) | (1,452) |
Foreign | (1,540) | (2,294) | (21) |
State and local | 527 | 1,896 | (1,144) |
Deferred Income Tax Expense (Benefit) | 3,394 | (2,563) | (2,617) |
Total provision for income taxes | $ 22,323 | $ 11,383 | $ 16,656 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | Feb. 28, 2022 | Feb. 28, 2021 |
Income Tax Disclosure [Abstract] | ||
Deferred Tax Assets, Valuation Allowance | $ 142 | $ 689 |
Income Taxes - Reconcilliation
Income Taxes - Reconcilliation of Effective Income Tax Rate (Details) | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Income Tax Disclosure [Abstract] | |||
Statutory federal income tax rate | 21.00% | 21.00% | 21.00% |
Permanent differences | (0.50%) | (0.10%) | 0.10% |
State income taxes, net of federal income tax benefit | 1.90% | 5.40% | 0.00% |
Valuation allowance | (0.50%) | (0.40%) | 0.00% |
Stock compensation | 0.10% | 1.10% | 0.00% |
Tax credits | (1.40%) | (3.40%) | (2.00%) |
Foreign tax rate differential | 0.50% | 0.10% | 1.40% |
Uncertain tax positions | (1.10%) | (1.00%) | 1.40% |
Audit settlement | 0.70% | 1.90% | 0.00% |
Other | 0.40% | (2.30%) | (0.20%) |
Effective income tax rate | 21.00% | 22.30% | 25.70% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Feb. 28, 2022 | Feb. 28, 2021 |
Deferred income tax assets: | ||
Employee related items | $ 3,750 | $ 3,282 |
Inventories | 6,536 | 5,729 |
Accrued warranty | 459 | 429 |
Accounts receivable | 2,347 | |
Lease liabilities | 8,200 | 8,962 |
Other deferred income tax assets | 92 | 239 |
Net operating loss and other credit carry-forwards | 10,418 | 6,649 |
Total deferred income tax assets | 29,455 | 27,637 |
Deferred Tax Assets, Valuation Allowance | (142) | (689) |
Deferred Tax Assets, Net of Valuation Allowance | 29,313 | 26,948 |
Deferred income tax liabilities: | ||
Depreciation methods and property basis differences | (20,688) | (18,982) |
Deferred Tax Liabilities, Right-of-Use Assets | (7,809) | (8,623) |
Deferred Tax Liabilities, Accounts Receivable | (619) | 0 |
Deferred Tax Liabilities, Goodwill and Intangible Assets | (42,678) | (34,740) |
Total deferred income tax liabilities | (71,794) | (62,345) |
Net deferred income tax liabilities | $ (42,481) | $ (35,397) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Income Tax Disclosure [Abstract] | ||
Accrued interest and penalties related to unrecognized tax benefits in income tax expense | $ (200) | $ (400) |
Decrease in unrecognized tax benefits is reasonably possible | 600 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balance at beginning of period | 3,350 | 2,531 |
Tax positions related to current periods, gross increases | 513 | 5,617 |
Tax positions related to current periods, gross decreases | (260) | 0 |
Tax positions related to prior periods, gross increases | 997 | 0 |
Tax positions related to prior periods, gross decreases | (356) | (1,263) |
Decreases related to settlements with taxing authorities | (691) | (642) |
Lapse of statute of limitations | (1,259) | (2,893) |
Balance at end of period | $ 2,294 | $ 3,350 |
Equity (Details)
Equity (Details) - USD ($) | Jan. 19, 2012 | Nov. 10, 2020 |
2012 Share Repurchase Program | ||
Equity, Class of Treasury Stock [Line Items] | ||
Maximum repurchase percentage of outstanding shares | 10.00% | |
2020 Share Repurchase Program | ||
Equity, Class of Treasury Stock [Line Items] | ||
Stock repurchase program authorized amount | $ 100,000,000 |
Equity - Schedule of Share Repu
Equity - Schedule of Share Repurchases (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2021 | |
Equity, Class of Treasury Stock [Line Items] | ||
Number of shares repurchased (shares) | 602 | 1,214 |
Total amount of shares repurchased | $ 30,815 | $ 48,311 |
Average price per share (in usd per share) | $ 51.20 | $ 39.80 |
2020 Share Repurchase Program | ||
Equity, Class of Treasury Stock [Line Items] | ||
Number of shares repurchased (shares) | 602 | 331 |
Total amount of shares repurchased | $ 30,815 | $ 15,998 |
Average price per share (in usd per share) | $ 51.20 | $ 48.36 |
2012 Share Repurchase Program | ||
Equity, Class of Treasury Stock [Line Items] | ||
Number of shares repurchased (shares) | 0 | 883 |
Total amount of shares repurchased | $ 0 | $ 32,313 |
Average price per share (in usd per share) | $ 0 | $ 36.60 |
- Earnings Per Share (Details)
- Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Numerator: | |||
Net income (loss) | $ 84,022 | $ 39,614 | $ 48,234 |
Denominator: | |||
Denominator for basic earnings per common share-weighted average shares (shares) | 24,855,000 | 25,897,000 | 26,191,000 |
Effect of dilutive securities: | |||
Employee and Director stock awards (shares) | 222,000 | 148,000 | 90,000 |
Denominator for diluted earnings per common share (shares) | 25,077,000 | 26,045,000 | 26,281,000 |
Earnings per share basic and diluted: | |||
Basic earnings per common share (usd per share) | $ 3.38 | $ 1.53 | $ 1.84 |
Diluted earnings per common share (usd per share) | $ 3.35 | $ 1.52 | $ 1.84 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares shares in Millions | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Earnings Per Share [Abstract] | |||
Antidilutive securities excluded from computation of earnings per share, amount | 0.1 | 0.2 | 0.1 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Postemployment Benefits [Abstract] | |||
Costs recognized for postemployement benefit plan | $ 5 | $ 4.8 | $ 5.4 |
Employee Benefit Plans Multiemp
Employee Benefit Plans Multiemployer Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Multiemployer Plans [Line Items] | |||
Multiemployer Plan, Contributions by Employer | $ 3,957 | $ 3,437 | $ 5,703 |
Boilermaker-Blacksmith National Pension Trust | |||
Multiemployer Plans [Line Items] | |||
Entity ID Number | EIN:48-6168020Plan: 001 | ||
Zone Status | Endangered | Endangered | |
Multiemployer Plans, Funding Improvement Plan and Rehabilitation Plan [Fixed List] | Implemented | ||
Multiemployer Plan, Contributions by Employer | $ 3,827 | $ 3,340 | 5,337 |
Multiemployer Plans, Surcharge [Fixed List] | Yes | ||
Multiemployer Plans, Collective-Bargaining Arrangement, Expiration Date | Various through 12/31/2021 | ||
Contributions to other multiemployer pension plans | |||
Multiemployer Plans [Line Items] | |||
Multiemployer Plan, Contributions by Employer | $ 130 | $ 97 | $ 366 |
Share-based Compensation - Shar
Share-based Compensation - Share-based Payment Award Activity (Details) - $ / shares | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Outstanding at beginning of year (shares) | 226,446 | 194,946 | 146,532 |
Granted (shares) | 77,787 | 131,120 | 140,070 |
Vested (shares) | (84,060) | (70,913) | (84,595) |
Forfeited (shares) | (6,075) | (28,707) | (7,061) |
Outstanding at end of year (shares) | 214,098 | 226,446 | 194,946 |
Vested and expected to vest at end of year (shares) | 214,098 | 224,807 | 193,718 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | |||
Outstanding at beginning of year (usd per share) | $ 35.66 | $ 44.34 | $ 48.93 |
Granted, Weighted Average Grant Date Fair Value (usd per share) | 51.23 | 28.78 | 43.86 |
Vested, Weighted Average Grant Date Fair Value (usd per share) | 35.78 | 45.67 | 54.63 |
Forfeited, Weighted Average Grant Date Fair Value (usd per share) | 39.02 | 36.59 | 45.30 |
Outstanding at end of year (usd per share) | 41.24 | 35.66 | 44.34 |
Vested and expected to vest at end of year (usd per share) | $ 41.24 | $ 35.56 | $ 44.34 |
Performance Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Outstanding at beginning of year (shares) | 143,584 | 109,936 | 83,125 |
Granted (shares) | 55,114 | 69,955 | 49,000 |
Vested (shares) | (44,243) | 0 | 0 |
Forfeited (shares) | 0 | (36,307) | (22,189) |
Outstanding at end of year (shares) | 154,455 | 143,584 | 109,936 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | |||
Outstanding at beginning of year (usd per share) | $ 39.96 | $ 47.75 | $ 49.74 |
Granted, Weighted Average Grant Date Fair Value (usd per share) | 63.39 | 33.22 | 46.19 |
Vested, Weighted Average Grant Date Fair Value (usd per share) | 54 | 0 | 0 |
Forfeited, Weighted Average Grant Date Fair Value (usd per share) | 0 | 50.57 | 55.08 |
Outstanding at end of year (usd per share) | $ 44.05 | $ 39.96 | $ 47.75 |
Stock-based Compensation - Summ
Stock-based Compensation - Summary of the Company’s SARs activity (Details) - Stock Appreciation Rights (SARs) - $ / shares | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments, Number of Shares [Roll Forward] | |||
Outstanding at beginning of period (in shares) | 5,435 | 94,826 | 98,184 |
Shares of company common stock (shares) | 0 | 0 | 0 |
Exercised (shares) | (5,435) | (45,902) | (2,965) |
Forfeited (shares) | 0 | (43,489) | (393) |
Outstanding at end of the period (in shares) | 0 | 5,435 | 94,826 |
Exercisable (in shares) | 0 | 5,435 | 94,826 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instrument, Weighted Average Grant Date Fair Value [Roll Forward] | |||
Outstanding at beginning of period (usd per share) | $ 45.25 | $ 44.58 | $ 44.46 |
Granted, Weighted Average Exercise Price (usd per share) | 0 | 0 | 0 |
Exercised, Weighted Average Exercise Price (usd per share) | 45.25 | 44 | 44.58 |
Forfeited, Weighted Average Exercise Price (usd per share) | 0 | 45.10 | 43.92 |
Outstanding at end of the period (usd per share) | 0 | 45.25 | 44.58 |
Exercisable (usd per share) | $ 0 | $ 45.25 | $ 44.58 |
Share-based Compensation (Detai
Share-based Compensation (Details Textual) | 12 Months Ended | ||
Feb. 28, 2022USD ($)share_based_compensation_plan$ / sharesshares | Feb. 28, 2021USD ($)$ / sharesshares | Feb. 29, 2020USD ($)$ / sharesshares | |
Share Based Compensation (Textual) [Abstract] | |||
Number of share-based compensation plans | share_based_compensation_plan | 2 | ||
Unrecognized compensation cost | $ | $ 8,600,000 | ||
Unrecongized compensation cost, amortization period | 1 year 5 months 8 days | ||
Excess Tax Benefit excluded from cash flow | $ | $ (400,000) | $ (400,000) | $ (100,000) |
Shares Issued, Value, Share-based Payment Arrangement, before Forfeiture | $ | $ 4,600,000 | $ 2,300,000 | $ 3,800,000 |
2014 Long Term Incentive Plan | |||
Share Based Compensation (Textual) [Abstract] | |||
Shares authorized (shares) | 1,500,000 | ||
Share for future issuance (shares) | 700,000 | ||
Employee Stock Purchase Plan | |||
Share Based Compensation (Textual) [Abstract] | |||
Shares authorized (shares) | 1,500,000 | ||
Share for future issuance (shares) | 1,200,000 | ||
Granted option lower than | 85.00% | ||
Restricted common stock under plan | $ | $ 25,000 | ||
Common stock purchased during period (shares) | 5,000 | ||
Directors Grants | |||
Share Based Compensation (Textual) [Abstract] | |||
Shares of company common stock (shares) | 1,976 | 3,174 | 2,124 |
Value of common stock grants (usd per share) | $ / shares | $ 53.13 | $ 33.08 | $ 47.08 |
Performance Shares | |||
Share Based Compensation (Textual) [Abstract] | |||
Vesting ratably term | 3 years | ||
Performance Shares | Minimum | |||
Share Based Compensation (Textual) [Abstract] | |||
Vesting percentage of award | 0.00% | ||
Performance Shares | Maximum | |||
Share Based Compensation (Textual) [Abstract] | |||
Vesting percentage of award | 200.00% | ||
Stock Appreciation Rights (SARs) | |||
Share Based Compensation (Textual) [Abstract] | |||
Vesting ratably term | 3 years | ||
Term for the contract | 7 years | ||
Shares of company common stock (shares) | 0 | 0 | 0 |
Restricted Stock | |||
Share Based Compensation (Textual) [Abstract] | |||
Vesting ratably term | 3 years |
Share-based Compensation - Sh_2
Share-based Compensation - Share-based Compensation and Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Share based compensation expense and related income tax benefits | |||
Compensation expense | $ 9,449 | $ 7,330 | $ 6,290 |
Income tax benefits | $ 1,984 | $ 1,539 | $ 1,321 |
Operating segments (Details)
Operating segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Operations and assets by segment | |||
Sales | $ 902,664 | $ 838,917 | $ 1,061,817 |
Operating income (loss) | 113,340 | 61,614 | 79,343 |
Loss on disposal of business | 552 | 3,080 | 18,632 |
Depreciation | 44,665 | 44,603 | 50,194 |
Expenditures for acquisitions, net of cash, and property, plant and equipment: | 89,624 | 41,498 | 93,223 |
Assets: | 1,133,028 | 999,227 | |
Property, plant and equipment, net | 230,848 | 207,089 | |
Asset impairment charges | 13,700 | 9,200 | |
Corporate | |||
Operations and assets by segment | |||
Operating income (loss) | (49,538) | (40,819) | (42,796) |
Loss on disposal of business | 0 | 0 | (18,632) |
Depreciation | 1,628 | 1,695 | 1,738 |
Expenditures for acquisitions, net of cash, and property, plant and equipment: | 2,073 | 2,574 | 2,725 |
Assets: | 32,854 | 25,678 | |
United States | |||
Operations and assets by segment | |||
Sales | 789,047 | 711,696 | 850,656 |
Property, plant and equipment, net | 194,539 | 181,898 | |
International | |||
Operations and assets by segment | |||
Sales | 113,617 | 127,221 | 211,161 |
Canada | |||
Operations and assets by segment | |||
Property, plant and equipment, net | 26,264 | 15,007 | |
Other countries | |||
Operations and assets by segment | |||
Property, plant and equipment, net | 10,045 | 10,184 | |
Metal Coatings | Operating Segments | |||
Operations and assets by segment | |||
Sales | 519,000 | 457,791 | 498,989 |
Operating income (loss) | 127,335 | 95,946 | 107,926 |
Loss on disposal of business | 1,221 | ||
Depreciation | 30,000 | 29,930 | 30,042 |
Expenditures for acquisitions, net of cash, and property, plant and equipment: | 82,737 | 29,305 | 81,340 |
Assets: | 575,088 | 480,778 | |
Infrastructure Solutions | Operating Segments | |||
Operations and assets by segment | |||
Sales | 383,664 | 381,126 | 562,828 |
Operating income (loss) | 35,543 | 6,487 | 32,845 |
Loss on disposal of business | 1,859 | ||
Depreciation | 13,037 | 12,978 | 18,414 |
Expenditures for acquisitions, net of cash, and property, plant and equipment: | 4,814 | 9,619 | $ 9,158 |
Assets: | $ 525,086 | 492,771 | |
Asset impairment charges | 9,200 | ||
Infrastructure Solutions | Operating Segments | Selling, general and administrative | |||
Operations and assets by segment | |||
Asset impairment charges | 7,200 | ||
Infrastructure Solutions | Operating Segments | Cost of sales | |||
Operations and assets by segment | |||
Asset impairment charges | $ 2,000 |
Restructuring and Impairment _3
Restructuring and Impairment Charges (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||
Feb. 29, 2020 | Nov. 30, 2020 | Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and impairment charges | $ (1,797) | $ 19,999 | $ 18,632 | ||
Other | (477) | (1,693) | |||
Loss on disposal of business | 552 | 3,080 | 18,632 | ||
Impairment charges | 9,200 | ||||
Assets held for sale | 235 | 235 | |||
Cost of sales | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Impairment charges | 2,000 | ||||
Selling, general and administrative | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Impairment charges | $ 7,200 | ||||
Operating Segments | Infrastructure Solutions | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and impairment charges | 9,203 | ||||
Other | $ 0 | (1,693) | |||
Loss on disposal of business | 1,859 | ||||
Operating Segments | Infrastructure Solutions | Other Restructuring [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and impairment charges | 3,900 | ||||
Galvabar | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Proceeds from sale of subsidiaries, net | 8,300 | ||||
Loss on disposal of business | 1,200 | ||||
Southern Mechanical Services | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Proceeds from sale of subsidiaries, net | 4,100 | ||||
Loss on disposal of business | $ 1,900 | ||||
Intangible impairment | $ 900 | ||||
Nuclear Logistics Business [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Proceeds from sale of subsidiaries, net | $ 23,600 | ||||
Loss on disposal of business | $ 18,600 |
Restructuring and Impairment _4
Restructuring and Impairment Charges - Schedule of Restructuring Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||
Write down of assets held for sale to estimated sales price | $ 6,752 | ||
Write down of assets expected to be abandoned | 6,923 | ||
Loss on sale of subsidiaries | $ 552 | 3,080 | $ 18,632 |
Write down of excess inventory | 0 | 2,511 | 0 |
Costs associated with assets held for sale | 733 | ||
Total charges | $ (1,797) | 19,999 | $ 18,632 |
Metal Coatings | Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Write down of assets held for sale to estimated sales price | 2,652 | ||
Write down of assets expected to be abandoned | 6,923 | ||
Loss on sale of subsidiaries | 1,221 | ||
Write down of excess inventory | 0 | ||
Costs associated with assets held for sale | 0 | ||
Total charges | 10,796 | ||
Infrastructure Solutions | Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Write down of assets held for sale to estimated sales price | 4,100 | ||
Write down of assets expected to be abandoned | 0 | ||
Loss on sale of subsidiaries | 1,859 | ||
Write down of excess inventory | 2,511 | ||
Costs associated with assets held for sale | 733 | ||
Total charges | $ 9,203 |
Restructuring and Impairment _5
Restructuring and Impairment Charges - Schedule of Assets Held For Sale (Details) - Disposal Group, Held-for-sale, Not Discontinued Operations $ in Thousands | Feb. 28, 2021USD ($) |
Assets | |
Accounts receivable | $ 128,765 |
Inventories | 93,819 |
Contract assets | 61,370 |
Other current assets | 6,029 |
Assets held for sale | 235 |
Property, plant and equipment | 207,089 |
Intangibles and other assets, net | 91,432 |
Disposal Group, Including Discontinued Operation, Assets | 588,739 |
Liabilities | |
Accounts payable | 41,542 |
Other accrued liabilities | 27,645 |
Contract liabilities | 17,873 |
Disposal Group, Including Discontinued Operation, Lease Liability, Current | 6,619 |
Lease liability, long-term | 32,631 |
Disposal Group, Including Discontinued Operation, Liabilities | 126,310 |
Previously Reported | |
Assets | |
Accounts receivable | 128,127 |
Inventories | 92,912 |
Contract assets | 58,056 |
Other current assets | 5,876 |
Assets held for sale | 3,684 |
Property, plant and equipment | 205,909 |
Intangibles and other assets, net | 91,390 |
Disposal Group, Including Discontinued Operation, Assets | 585,954 |
Liabilities | |
Accounts payable | 41,034 |
Other accrued liabilities | 27,136 |
Contract liabilities | 16,138 |
Disposal Group, Including Discontinued Operation, Lease Liability, Current | 6,588 |
Lease liability, long-term | 32,629 |
Disposal Group, Including Discontinued Operation, Liabilities | 123,525 |
Revision of Prior Period, Adjustment | |
Assets | |
Accounts receivable | 638 |
Inventories | 907 |
Contract assets | 3,314 |
Other current assets | 153 |
Assets held for sale | (3,449) |
Property, plant and equipment | 1,180 |
Intangibles and other assets, net | 42 |
Disposal Group, Including Discontinued Operation, Assets | 2,785 |
Liabilities | |
Accounts payable | 508 |
Other accrued liabilities | 509 |
Contract liabilities | 1,735 |
Disposal Group, Including Discontinued Operation, Lease Liability, Current | 31 |
Lease liability, long-term | 2 |
Disposal Group, Including Discontinued Operation, Liabilities | $ 2,785 |
Acquisitions - Purchase Price A
Acquisitions - Purchase Price Allocation (Details) - USD ($) $ in Thousands | Feb. 28, 2022 | Jan. 31, 2022 | Feb. 28, 2021 | Feb. 29, 2020 |
Purchase Price Allocation | ||||
Goodwill | $ 385,613 | $ 353,881 | $ 356,225 | |
DAAM Galvanizing Co. Ltd. | ||||
Purchase Price Allocation | ||||
Accounts receivable | 2,576 | |||
Inventories | 2,308 | |||
Property, plant and equipment | 14,436 | |||
Goodwill | 24,498 | |||
Accounts payable and other accrued liabilities | (4,003) | |||
Deferred income taxes | (3,596) | |||
Total purchase price | $ 36,219 | |||
Steel Creek Galvanizing Company, LLC | ||||
Purchase Price Allocation | ||||
Accounts receivable | $ 598 | |||
Inventories | 3,593 | |||
Property, plant and equipment | 15,796 | |||
Intangibles | 872 | |||
Goodwill | 7,732 | |||
Accounts payable and other accrued liabilities | (765) | |||
Contingent consideration | (2,826) | |||
Total purchase price | $ 25,000 | |||
2020 Acquisitions | ||||
Purchase Price Allocation | ||||
Accounts receivable | 4,591 | |||
Inventories | 1,830 | |||
Prepaid expenses and other | 22 | |||
Property, plant and equipment | 5,336 | |||
Intangibles | 15,512 | |||
Goodwill | 39,419 | |||
Accounts payable and other accrued liabilities | (1,575) | |||
Contingent consideration | (2,000) | |||
Deferred income taxes | (2,507) | |||
Total purchase price | $ 60,628 |
Acquisitions Acquisitions - Int
Acquisitions Acquisitions - Intangibles (Details) $ in Thousands | 12 Months Ended |
Feb. 28, 2022USD ($) | |
2022 Acquisitions | |
Business Acquisition [Line Items] | |
Fair Value | $ 15,512 |
Customer relationships | 2022 Acquisitions | |
Business Acquisition [Line Items] | |
Fair Value | $ 15,360 |
Useful Life | 15 years |
Non-compete agreements | |
Business Acquisition [Line Items] | |
Useful Life | 12 years |
Non-compete agreements | 2022 Acquisitions | |
Business Acquisition [Line Items] | |
Fair Value | $ 152 |
Useful Life | 3 years |
Acquisitions - Pro Forma Inform
Acquisitions - Pro Forma Information (Details) - 2020 Acquisitions $ in Thousands | 12 Months Ended |
Feb. 28, 2022USD ($) | |
Business Acquisition [Line Items] | |
Revenues | $ 1,072,633 |
Net income | $ 49,702 |
Acquisitions (Details Textual)
Acquisitions (Details Textual) - USD ($) $ in Thousands | Feb. 28, 2022 | Jan. 31, 2022 | Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | Apr. 30, 2019 |
Business Acquisition [Line Items] | ||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 61,219 | $ 4,419 | $ 60,628 | |||
Acquisition related costs | 2,000 | 800 | ||||
K2 [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business Combination, Maximum Contingent Consideration, Liability | $ 2,000 | |||||
2020 Acquisitions | ||||||
Business Acquisition [Line Items] | ||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 27,900 | |||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | $ 2,600 | |||||
Contingent consideration | $ (2,000) | |||||
Acme Galvanizing, Inc | ||||||
Business Acquisition [Line Items] | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Environmental Remediation | $ 600 | |||||
DAAM Galvanizing Co. Ltd. | ||||||
Business Acquisition [Line Items] | ||||||
Business Combination, Consideration Transferred | $ 36,200 | |||||
Steel Creek Galvanizing Company, LLC | ||||||
Business Acquisition [Line Items] | ||||||
Business Combination, Consideration Transferred | $ 25,000 | |||||
Contingent consideration | $ (2,826) |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Feb. 28, 2022 | Feb. 28, 2021 | Feb. 29, 2020 | Feb. 28, 2019 | |
Long-term Purchase Commitment [Line Items] | ||||
Letters of credit outstanding | $ 22,000 | |||
Standard and extended product warranty accrual | 3,686 | $ 4,460 | $ 3,702 | $ 1,751 |
Forward Contracts | ||||
Long-term Purchase Commitment [Line Items] | ||||
Long-term purchase commitment, amount | $ 74,000 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Billions | Mar. 07, 2022USD ($) |
Subsequent Event | Precoat | |
Subsequent Event [Line Items] | |
Payments to Acquire Businesses, Gross | $ 1.3 |