Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 17, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | ROCK | ||
Entity Registrant Name | GIBRALTAR INDUSTRIES, INC. | ||
Entity Central Index Key | 912,562 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 31,580,694 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $ 988 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
Net sales | $ 1,007,981 | $ 1,040,873 | $ 862,087 |
Cost of sales | 763,219 | 853,897 | 722,042 |
Gross profit | 244,762 | 186,976 | 140,045 |
Selling, general, and administrative expense | 161,623 | 134,028 | 102,492 |
Intangible asset impairment | 10,175 | 4,863 | 107,970 |
Income (loss) from operations | 72,964 | 48,085 | (70,417) |
Interest expense | 14,577 | 15,003 | 14,421 |
Other expense (income) | 8,404 | (4,018) | (88) |
Income (loss) before taxes | 49,983 | 37,100 | (84,750) |
Provision for (benefit of) income taxes | 16,264 | 13,624 | (2,958) |
Income (loss) from continuing operations | 33,719 | 23,476 | (81,792) |
Discontinued operations: | |||
Loss before taxes | (70) | (44) | (51) |
Benefit of income taxes | (26) | (16) | (19) |
Loss from discontinued operations | (44) | (28) | (32) |
Net income (loss) | $ 33,675 | $ 23,448 | $ (81,824) |
Net earnings per share – Basic: | |||
(Loss) income from continuing operations (in dollars per share) | $ 1.07 | $ 0.75 | $ (2.63) |
Loss from discontinued operations (in dollars per share) | 0 | 0 | 0 |
Net (loss) income (in dollars per share) | $ 1.07 | $ 0.75 | $ (2.63) |
Weighted average shares outstanding – Basic (in shares) | 31,536 | 31,233 | 31,066 |
Net earnings per share – Diluted: | |||
Income (Loss) from Continuing Operations, Per Diluted Share | $ 1.05 | $ 0.74 | $ (2.63) |
Loss from discontinued operations (in dollars per share) | 0 | 0 | 0 |
Net (loss) income (in dollars per share) | $ 1.05 | $ 0.74 | $ (2.63) |
Weighted average shares outstanding – Diluted (in shares) | 32,069 | 31,545 | 31,066 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||||||||||
Net income (loss) | $ (7,752) | $ 13,786 | $ 18,612 | $ 9,029 | $ 220 | $ 13,632 | $ 4,087 | $ 5,509 | $ 33,675 | $ 23,448 | $ (81,824) |
Other comprehensive income (loss): | |||||||||||
Foreign currency translation adjustment | 6,945 | (6,228) | (4,364) | ||||||||
Reclassification of loss on cash flow hedges, net of tax | 0 | 143 | (143) | ||||||||
Adjustment to retirement benefit liability, net of tax | 55 | 49 | (24) | ||||||||
Adjustment to post-retirement healthcare benefit liability, net of tax | 695 | 171 | (1,435) | ||||||||
Other comprehensive income (loss) | 7,695 | (5,865) | (5,966) | ||||||||
Total comprehensive income (loss) | $ 41,370 | $ 17,583 | $ (87,790) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 170,177 | $ 68,858 |
Accounts receivable, net | 124,072 | 164,969 |
Inventories | 89,612 | 107,058 |
Other current assets | 7,336 | 10,537 |
Total current assets | 391,197 | 351,422 |
Property, plant, and equipment, net | 108,304 | 118,932 |
Goodwill | 304,032 | 292,390 |
Acquired intangibles | 110,790 | 123,013 |
Other assets | 3,922 | 4,015 |
Total assets | 918,245 | 889,772 |
Current liabilities: | ||
Accounts payable | 69,944 | 89,204 |
Accrued expenses | 70,392 | 67,605 |
Billings in Excess of Cost | 11,352 | 28,186 |
Current maturities of long-term debt | 400 | 400 |
Total current liabilities | 152,088 | 185,395 |
Long-term debt | 209,237 | 208,882 |
Deferred income taxes | 38,002 | 42,654 |
Other non-current liabilities | 58,038 | 42,755 |
Shareholders’ equity: | ||
Preferred stock, $0.01 par value; authorized 10,000 shares; none outstanding | 0 | 0 |
Common stock, $0.01 par value; authorized 50,000 shares; 32,085 and 31,779 shares outstanding in 2016 and 2015 | 320 | 317 |
Additional paid-in capital | 264,418 | 253,458 |
Retained earnings | 211,748 | 178,073 |
Accumulated other comprehensive loss | (7,721) | (15,416) |
Cost of 530 and 484 common shares held in treasury in 2016 and 2015 | (7,885) | (6,346) |
Total shareholders’ equity | 460,880 | 410,086 |
Total liabilities and shareholders' equity | $ 918,245 | $ 889,772 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares outstanding | 32,085,000 | 31,779,000 |
Treasury stock, shares | 530,000 | 484,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash Flows from Operating Activities | |||
Net income (loss) | $ 33,675 | $ 23,448 | $ (81,824) |
Loss from discontinued operations | (44) | (28) | (32) |
Income (loss) from continuing operations | 33,719 | 23,476 | (81,792) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 24,114 | 30,548 | 25,432 |
Intangible asset impairment | 10,175 | 4,863 | 107,970 |
Loss on sale of business | (8,763) | 0 | 0 |
Stock compensation expense | 6,373 | 3,891 | 3,150 |
Net (gain) loss on sale of assets | (42) | (6,431) | 45 |
Exit activity costs (recoveries), non-cash | 7,530 | 8,504 | (455) |
Benefit of deferred income taxes | (4,893) | (2,051) | (6,640) |
Other, net | 685 | 4,222 | 60 |
Changes in operating assets and liabilities (excluding the effects of acquisitions): | |||
Accounts receivable | 37,828 | (17,215) | (14,323) |
Inventories | 11,782 | 22,271 | (8,599) |
Other current assets and other assets | 2,511 | 759 | (2,456) |
Accounts payable | (17,060) | (5,157) | 11,205 |
Accrued expenses and other non-current liabilities | 1,253 | 19,004 | (1,014) |
Net cash provided by operating activities of continuing operations | 122,738 | 86,684 | 32,583 |
Net cash used in operating activities of discontinued operations | 0 | 0 | (41) |
Net cash provided by operating activities | 122,738 | 86,684 | 32,542 |
Cash Flows from Investing Activities | |||
Purchases of property, plant, and equipment | (10,779) | (12,373) | (23,291) |
Acquisitions, net of cash acquired | (23,412) | (140,621) | 0 |
Net proceeds from sale of property and equipment | 953 | 26,500 | 5,992 |
Net proceeds from sale of business | 8,250 | 0 | 0 |
Other, net | 1,118 | 1,154 | 277 |
Net cash used in investing activities | (23,870) | (125,340) | (17,022) |
Cash Flows from Financing Activities | |||
Long-term debt payments | (400) | (73,642) | (407) |
Proceeds from long-term debt | 0 | 73,242 | 0 |
Payment of debt issuance costs | (54) | (1,166) | (35) |
Purchase of treasury stock at market prices | (1,539) | (956) | (575) |
Excess tax benefit from stock compensation | 1,249 | 537 | 100 |
Net proceeds from issuance of common stock | 3,341 | 1,801 | 595 |
Net cash provided by (used in) financing activities | 2,597 | (184) | (322) |
Effect of exchange rate changes on cash | (146) | (2,912) | (1,627) |
Net increase (decrease) in cash and cash equivalents | 101,319 | (41,752) | 13,571 |
Cash and cash equivalents at beginning of year | 68,858 | 110,610 | 97,039 |
Cash and cash equivalents at end of year | $ 170,177 | $ 68,858 | $ 110,610 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock |
Balance, shares at Dec. 31, 2013 | 31,131,000 | 395,000 | ||||
Balance at Dec. 31, 2013 | $ 471,749 | $ 311 | $ 243,389 | $ 236,449 | $ (3,585) | $ (4,815) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | (81,824) | (81,824) | ||||
Foreign currency translation adjustment | (4,364) | (4,364) | ||||
Adjustment to retirement benefit liability, net of tax | (24) | (24) | ||||
Adjustment to post-retirement healthcare benefit liability, net of taxes | (1,435) | (1,435) | ||||
Unrealized loss on cash flow hedges, net of tax | 143 | 143 | ||||
Stock compensation expense | 3,150 | 3,150 | ||||
Excess tax benefit from stock compensation | 100 | 100 | ||||
Net settlement of restricted stock units, shares | 136,000 | 34,000 | ||||
Net settlement of restricted stock units | $ (575) | $ 1 | (1) | $ (575) | ||
Issuance of restricted stock, shares | 22,000 | |||||
Stock options exercised, shares | 52,805 | 53,000 | ||||
Stock options exercised | $ 595 | $ 1 | 594 | |||
Balance, shares at Dec. 31, 2014 | 31,342,000 | 429,000 | ||||
Balance at Dec. 31, 2014 | 387,229 | $ 313 | 247,232 | 154,625 | (9,551) | $ (5,390) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | 23,448 | 23,448 | ||||
Foreign currency translation adjustment | (6,228) | (6,228) | ||||
Adjustment to retirement benefit liability, net of tax | 49 | 49 | ||||
Adjustment to post-retirement healthcare benefit liability, net of taxes | 171 | 171 | ||||
Unrealized loss on cash flow hedges, net of tax | (143) | (143) | ||||
Stock compensation expense | 3,891 | 3,891 | ||||
Excess tax benefit from stock compensation | 537 | 537 | ||||
Net settlement of restricted stock units, shares | 297,000 | 55,000 | ||||
Net settlement of restricted stock units | $ (956) | $ 3 | (3) | $ (956) | ||
Issuance of restricted stock, shares | 21,000 | |||||
Stock options exercised, shares | 119,096 | 119,000 | ||||
Stock options exercised | $ 1,802 | $ 1 | 1,801 | |||
Balance, shares at Dec. 31, 2015 | 31,779,000 | 484,000 | ||||
Balance at Dec. 31, 2015 | 410,086 | $ 317 | 253,458 | 178,073 | (15,416) | $ (6,346) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | 33,675 | 33,675 | ||||
Foreign currency translation adjustment | 6,945 | 6,945 | ||||
Adjustment to retirement benefit liability, net of tax | 55 | 55 | ||||
Adjustment to post-retirement healthcare benefit liability, net of taxes | 695 | 695 | ||||
Unrealized loss on cash flow hedges, net of tax | 0 | |||||
Stock compensation expense | 6,373 | 6,373 | ||||
Excess tax benefit from stock compensation | 1,249 | 1,249 | ||||
Net settlement of restricted stock units, shares | 131,000 | 46,000 | ||||
Net settlement of restricted stock units | $ (1,539) | $ 1 | (1) | $ (1,539) | ||
Stock options exercised, shares | 175,125 | 175,000 | ||||
Stock options exercised | $ 3,341 | $ 2 | 3,339 | |||
Balance, shares at Dec. 31, 2016 | 32,085,000 | 530,000 | ||||
Balance at Dec. 31, 2016 | $ 460,880 | $ 320 | $ 264,418 | $ 211,748 | $ (7,721) | $ (7,885) |
Consolidated Statements of Sha8
Consolidated Statements of Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Stockholders' Equity [Abstract] | |||
Adjustment to retirement benefit liability, taxes | $ 25 | $ 9 | $ 30 |
Adjustment to post-retirement healthcare benefit liability, taxes | 99 | 830 | $ 45 |
Unrealized loss on cash flow hedge | $ 82 | $ 82 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of consolidation The consolidated financial statements include the accounts of Gibraltar Industries, Inc. and subsidiaries (the "Company"). All significant intercompany accounts and transactions have been eliminated in consolidation. Use of estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Revenue recognition The majority of the Company's revenue is recognized when products are shipped or service is provided, the customer takes ownership and assumes the risk of loss, collection of the corresponding receivable is probable, persuasive evidence of an arrangement exists, and the sales price is fixed or determinable. Sales returns, allowances, and customer incentives, including rebates, are treated as reductions to sales and are provided for based on historical experience and current estimates. Revenues representing 25.8% and 16.7% of sales for the years ended December 31, 2016 and 2015, respectively, was recognized under the percentage of completion accounting method as calculated by the cost-to-cost measurement method on contracts. No revenue in 2014 was recognized under the percentage of completion method. The recognition of revenue under this method is utilized by RBI Solar, Inc., Rough Brothers Manufacturing, Inc., and affiliates (collectively "RBI") which was acquired on June 9, 2015. Revenue from contracts using the percentage of completion method of accounting is recognized as work progresses toward completion as determined by the ratio of cumulative costs incurred to date to estimated total contract costs at completion, multiplied by the total contract revenue. Changes in estimates affecting sales, costs and profits are recognized in the period in which the change becomes known using the cumulative catch-up method of accounting, resulting in the cumulative effect of changes reflected in the period. Estimates are reviewed and updated quarterly for all contracts. A significant change in an estimate on one or more contracts could have a material effect on our results of operations. Contract costs include all direct costs related to contract performance. Selling and administrative expenses are charged to operations as incurred. Provisions for estimated losses on uncompleted contracts are recognized in the period in which such losses are determined. Because of inherent uncertainties in estimating costs, it is reasonably possible that changes in performance could result in revisions to cost and revenue, which are recognized in the period when the revisions are determined. Cash and cash equivalents All highly liquid investments with a maturity of three months or less are considered cash equivalents. Accounts receivable and allowance for doubtful accounts Accounts receivable are composed of trade and contract receivables recorded at either the invoiced amount or costs in excess of billings, are expected to be collected within one year, and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the probable amount of uncollectible accounts in the Company’s existing accounts receivable. The Company determines the allowance based on a number of factors, including historical experience, credit worthiness of customers, and current market and economic conditions. The Company reviews the allowance for doubtful accounts on a regular basis. Account balances are charged against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The following table summarizes activity recorded within the allowance for doubtful accounts balances for the years ended December 31 (in thousands): 2016 2015 2014 Beginning balance $ 4,868 $ 4,280 $ 4,774 Bad debt expense 2,519 1,404 1,095 Accounts written off and other adjustments (2,115 ) (816 ) (1,589 ) Ending balance $ 5,272 $ 4,868 $ 4,280 Concentrations of credit risk on accounts receivable are limited to those from significant customers that are believed to be financially sound. As of December 31, 2016, the Company's most significant customer included a home improvement retailer. As of December 31, 2015, the Company's two most significant customers included a home improvement retailer and a postal authority. The home improvement retailer purchases from the Residential Products and Renewable Energy and Conservation segments. The postal authority purchased from the Residential Products segment. Accounts receivable as a percentage of consolidated accounts receivable from the home improvement retailer as of December 31, 2016 was 13.7% . Accounts receivable as a percentage of consolidated accounts receivable from the home improvement retailer and a postal authority as of December 31, 2015 , were 11.8% and 5.5% , respectively. Net sales as a percentage of consolidated net sales to the home improvement retailer were 11% , 11% and 12% for the years ended December 31, 2016 , 2015 and 2014, respectively. Note 2 "Accounts Receivable" contains additional information on the Company's accounts receivable. Inventories Inventories are valued at the lower of cost, determined using the first-in, first-out method, or net realizable value. Shipping and handling costs are recognized as a component of cost of sales. Property, plant, and equipment Property, plant, and equipment are stated at cost and depreciated over their estimated useful lives using the straight-line method. Interest is capitalized in connection with construction of qualified assets. Expenditures that exceed an established dollar threshold and that extend the useful lives of assets are capitalized, while repair and maintenance costs are expensed as incurred. The estimated useful lives of land improvements, buildings, and building improvements are 15 to 40 years, while the estimated useful lives for machinery and equipment are 3 to 20 years. The table below sets forth the amount of interest capitalized and depreciation expense recognized during the years ended December 31 (in thousands): 2016 2015 2014 Capitalized interest $ 138 $ 166 $ 420 Depreciation expense $ 14,477 $ 17,869 $ 19,712 Acquisition related assets and liabilities Accounting for the acquisition of a business as a purchase transaction requires an allocation of the purchase price to the assets acquired and the liabilities assumed in the transaction at their respective estimated fair values. The most complex estimations of individual fair values are those involving long-lived assets, such as property, plant, and equipment and intangible assets. The Company uses all available information to make these fair value determinations and, for major business acquisitions, engages independent valuation specialists to assist in the fair value determination of the acquired long-lived assets. Goodwill and other intangible assets The Company tests goodwill for impairment at the reporting unit level on an annual basis at October 31, or more frequently if an event occurs, or circumstances change, that indicate that the fair value of a reporting unit could be below its carrying value. The reporting units are at the component level, or one level below the operating segment level. Goodwill is assigned to each reporting unit as of the date the reporting unit is acquired and based upon the expected synergies of the acquisition. The Company may elect to perform a qualitative assessment that considers economic, industry and company-specific factors for some or all of our selected reporting units. If, after completing the assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company proceeds to a quantitative test. The Company may also elect to perform a quantitative test instead of a qualitative test for any or all of the Company's reporting units. The quantitative impairment test consists of comparing the fair value of a reporting unit, determined using two valuation techniques, to its carrying value. If the carrying value of the reporting unit exceeds its fair value, goodwill is considered impaired and any loss must be measured. The Company also tests its indefinite-lived intangible assets for impairment on an annual basis as of October 31, or more frequently if an event occurs, or circumstances change, that indicate that the fair value of an indefinite-lived intangible asset could be below its carrying value. The impairment test consists of comparing the fair value of the indefinite-lived intangible asset, determined using discounted cash flows on a relief-from-royalty basis, with its carrying amount. An impairment loss would be recognized for the carrying amount in excess of its fair value. Acquired identifiable intangible assets are recorded at cost. Identifiable intangible assets with finite useful lives are amortized over their estimated useful lives. Impairment of long-lived assets Long-lived assets, including acquired identifiable intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of those assets may not be recoverable. In specific situations, when the Company has selected individual assets to be sold or scrapped, the Company obtains market value data for those specific assets and measures and records the impairment loss based on such data. Otherwise, the Company uses undiscounted cash flows to determine whether impairment exists and measures any impairment loss by approximating fair value using acceptable valuation techniques, including discounted cash flow models and third-party appraisals. The Company recognized impairment charges related to intangible assets during the years ended December 31, 2016, 2015 and 2014. In addition, the Company recognized a number of impairment charges related to restructuring plans during the three year period ended December 31, 2016 as described in Note 15 of the consolidated financial statements. Deferred charges Deferred charges associated with initial costs incurred to enter into new debt arrangements are included as a component of long-term debt and are amortized as a part of interest expense over the terms of the associated debt agreements. Portions of these deferred financing charges were written off as a result of entering into amended and restated credit agreements and the redemption and reissuance of bonds as discussed in Note 8 of the consolidated financial statements. Advertising The Company expenses advertising costs as incurred. For the years ended December 31, 2016 , 2015 and 2014 , advertising costs were $5,100,000 , $4,700,000 and $4,000,000 , respectively. Research and Development The Company expenses research and development costs as incurred. For the years ended December 31, 2016 , 2015 and 2014 , research and development costs were $2,200,000 , $866,000 and $60,000 , respectively. Foreign currency transactions and translation The assets and liabilities of the Company’s foreign subsidiaries are translated into U.S. dollars at the rate of exchange in effect at the balance sheet date. Income and expense items are translated at the average exchange rates prevailing during the period. Income taxes The provision for income taxes is determined using the asset and liability approach. Under this approach, deferred income taxes represent the expected future tax consequences of temporary differences between the carrying amounts and tax basis of assets and liabilities. The Company records a valuation allowance to reduce deferred tax assets when uncertainty exists regarding their realization. Equity-based compensation The Company measures the cost of equity-based compensation based on grant date fair value and recognizes the cost over the period in which the employee is required to provide service in exchange for the award. Equity-based compensation consists of grants of stock options, deferred stock units, restricted stock, restricted stock units, and performance stock units. Equity-based compensation expense is included as a component of selling, general, and administrative expenses. The Company’s equity-based compensation plans are discussed in more detail in Note 12 of the consolidated financial statements. Derivatives and hedging The Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivative instruments that hedge a forecasted transaction or the variability of cash flows related to a recognized asset or liability are designated as a cash flow hedge. Hedge accounting generally provides matching the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the earnings effect of the hedged forecasted transactions in a cash flow hedge. Although certain of the Company's derivative financial instruments do not qualify or are not accounted for under hedge accounting, the Company does not hold or issue derivative financial instruments for trading or speculative purposes. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges of foreign exchange risk is recorded in other comprehensive income and is subsequently reclassified into earnings and reported in revenue in the period that the hedged forecasted transaction affects earnings. Any ineffective portion of the change in fair value of the derivative is recognized directly into earnings in other (income) expense. The Company's policy is to de-designate cash flow hedges at the time forecasted transactions are recognized as assets or liabilities on the balance sheet and report subsequent changes in fair value through the other (income) expense line on our statement of operations where the gain or loss due to movements in currency rates on the underlying asset or liability is revalued. If it becomes probable that the originally forecasted transaction will not occur, the gain or loss related to the hedge recorded within accumulated other comprehensive income is immediately recognized into net income. Sale-Leaseback Transactions During the first quarter of 2015, in order to capitalize on favorable real estate market conditions, the Company entered into a transaction to sell one of its real estate properties to an independent third party for $26,373,000 . The Company leased back the entire property under a five year operating lease agreement. In accordance with the U.S. generally accepted accounting principles, the Company accounted for the transaction as a sale-leaseback. The net present value of the Company's future minimum lease payments of $5,765,000 were less than the gain on sale of $13,144,000 . As such, the portion of the gain equal to the fair value of the future minimum lease payments was deferred and is being amortized on a straight-line basis over the five year term of the lease. The gain exceeding the fair value of the minimum lease payments amounted to $7,379,000 and was recognized during the quarter ended March 31, 2015 as a component of selling, general, and administrative expenses. The minimum lease payment for each of the five years is $1,378,000 . In June 2014, the Company determined that it no longer required full use of the available space on one of its real estate properties. The Company entered into a transaction to sell the property to an independent third party for $4,500,000 , and lease back a portion of the building from the purchaser. The Company leased back approximately 50% of the building under a five year operating lease agreement. In accordance with U.S. generally accepted accounting principles, the Company accounted for the transaction as a sale-leaseback. The net present value of the Company's future minimum lease payments of $892,000 were greater than the gain on sale of $829,000 . As such, the gain was deferred and is being amortized on a straight-line basis over the five year life of the lease. The minimum lease payment in the first year is $202,000 and escalates at 3% over the remaining four years. These amounts have been included in the future minimum lease payments table in Note 18 of the consolidated financial statements. Recent accounting pronouncements Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2014-09 Revenue from Contracts with Customers (Topic 606) And All Related ASUs The standard requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also requires additional disclosures about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and assets recognized from costs incurred to obtain or fulfill a contract. The provisions of the standard, as well as all subsequently issued clarifications to the standard, are effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. The standard can be adopted using either a full retrospective or modified retrospective approach. The Company currently believes the most significant impact relates to the revenue recognition for custom fabricated products within the Company's Industrial and Infrastructure Products segment. Under this standard, the Company expects custom fabricated products in the Industrial and Infrastructure Products segment to recognize revenue on an over time basis, which is a change from our current revenue recognition policy of point-in-time basis. The Company expects revenue recognition related to the remaining Industrial and Infrastructure Products segment, Residential Products segment and Renewable Energy and Conservation segment to remain substantially unchanged upon adoption of this standard. The Company has identified and is in the process of implementing appropriate changes to the Company's business processes, systems and internal controls to support recognition and disclosure under this standard. The transition method to be adopted by the Company is still currently being evaluated. The Company has not yet completed the process of quantifying the effects of any changes that will result from adoption. Date of adoption: Q1 2018 ASU No. 2014-15 Presentation of Financial Statements — Going Concern The standard requires management to evaluate whether there are conditions and events that raise substantial doubt about an entity’s ability to continue as a going concern. The provisions of the standard are effective for fiscal years beginning after December 15, 2016. Early adoption is permitted. The Company adopted this standard and it did not have any impact of the Company's consolidated financial statements. ASU No. 2015-11 Inventory (Topic 330) The standard requires measurement of inventory as the lower of cost and net realizable value. The provisions of the standard are effective for fiscal years beginning after December 15, 2016. Early adoption is permitted, and may be applied prospectively. The Company adopted this standard and it did not have any impact of the Company's consolidated financial statements. Date of adoption: Q4 2016 ASU No. 2016-02 Leases (Topic 842) The standard requires lessees to recognize a lease liability and a right-of-use asset on the balance sheet. The provisions of the standard are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the requirements of this standard and has not yet determined its impact on the Company's consolidated financial statements. Date of adoption: Q1 2019 ASU No. 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting The standard simplifies the accounting for share-based payment award transactions including: income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. The provisions of this standard are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted. The Company has determined this standard will not have a material impact on the Company's consolidated financial statements. Date of adoption: Q1 2017 ASU No. 2016-15 Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments The standard provides guidance on eight specific cash flow issues to reduce diversity in reporting. The provisions of this standard are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the requirements of this standard and has not yet determined its impact on the Company's consolidated financial statements. Date of adoption: Q1 2018 ASU No. 2016-16 Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory The standard allows an entity to recognize income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The provisions of this standard are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period for which financial statements (interim or annual) have not been issued or made available for issuance. The Company is currently evaluating the requirements of this standard and has not yet determined its impact on the Company's consolidated financial statements. Date of adoption: Q1 2018 ASU No. 2017-04 Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment The standard eliminates the "Step 2" analysis to determine the amount of impairment realized when a reporting unit's carrying amount exceeds its fair value in its "Step 1" analysis of accounting for impairment of goodwill. The impairment charge would be the amount determined in "Step 1." The provisions of this standard are effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company has determined this standard will not have a material impact on the Company's consolidated financial statements. Date of Adoption: Q1 2017 We consider the applicability and impact of all ASUs. ASUs not listed above were assessed and determined to be either not applicable, or had or are expected to have minimal impact on our financial statements and related disclosures. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Accounts Receivable | ACCOUNTS RECEIVABLE Accounts receivable at December 31 consisted of the following (in thousands): 2016 2015 Trade accounts receivable $ 81,193 $ 102,277 Contract receivables: Amounts billed 41,569 53,830 Costs in excess of billings 6,582 13,730 Total contract receivables 48,151 67,560 Total accounts receivables 129,344 169,837 Less allowance for doubtful accounts (5,272 ) (4,868 ) Accounts receivable $ 124,072 $ 164,969 Contract receivables are primarily associated with developers, contractors and customers in connection with the Renewable Energy and Conservation segment. Costs in excess of billings principally represent revenues recognized on contracts that were not billable as of the balance sheet date. These amounts will be billed in accordance with contract terms, generally as certain milestones are reached or upon shipment. All of the costs in excess of billings are expected to be collected within one year. In situations where billings exceed revenues recognized, the excess is included in billings in excess of cost in the consolidated balance sheet. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Inventories at December 31 consisted of the following (in thousands): 2016 2015 Raw material $ 41,758 $ 47,117 Work-in-process 12,268 16,238 Finished goods 35,586 43,703 Total inventories $ 89,612 $ 107,058 The following table summarizes activity recorded within the reserve for excess, obsolete and slow moving inventory for the years ended December 31 (in thousands): 2016 2015 2014 Beginning balance $ 7,428 $ 5,575 $ 5,570 Excess, obsolete and slow moving inventory expense (239 ) 1,539 731 Scrapped inventory and other adjustments (3,388 ) 314 (726 ) Ending balance $ 3,801 $ 7,428 $ 5,575 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | PROPERTY, PLANT, AND EQUIPMENT Components of property, plant, and equipment at December 31 consisted of the following (in thousands): 2016 2015 Land and land improvements $ 7,102 $ 6,520 Building and improvements 50,283 47,775 Machinery and equipment 212,774 234,336 Construction in progress 2,202 4,112 Property, plant, and equipment, gross 272,361 292,743 Less: accumulated depreciation (164,057 ) (173,811 ) Property, plant, and equipment, net $ 108,304 $ 118,932 |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS 2016 Acquisition On October 11, 2016, the Company acquired all of the outstanding stock of Nexus Corporation ("Nexus"). Nexus is a leading provider of commercial-scale greenhouses to customers in the United States. The acquisition of Nexus is expected to enable the Company to strengthen its position in the commercial greenhouse market in the United States. The results of Nexus have been included in the Company's consolidated financial results since the date of acquisition (within the Company's Renewable Energy and Conservation segment). The preliminary aggregate purchase consideration for the acquisition of Nexus was $24,594,000 as of December 31, 2016, which includes a working capital adjustment and certain other adjustments provided for in the stock purchase agreement. A working capital adjustment of $93,000 was received by the Company during the fourth quarter of 2016. The remaining estimated purchase adjustment of $1,000,000 will be paid during 2017 and included in investing activities in the consolidated statement of cash flows. As of December 31, 2016, it is included in the consolidated balance sheet within accrued expenses. The preliminary purchase price for the acquisition was allocated to the assets acquired and liabilities assumed based upon their respective fair values. The excess consideration was recorded as goodwill and approximated $12,283,000 , of which all is deductible for tax purposes. Goodwill represents future economic benefits arising from other assets acquired that could not be individually identified including workforce additions, growth opportunities, and increased presence in the building products markets. The allocation of the preliminary purchase consideration to the fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands): Cash $ 2,495 Working capital (1,109 ) Property, plant, and equipment 4,702 Acquired intangible assets 6,200 Other assets 23 Goodwill 12,283 Fair value of purchase consideration $ 24,594 The intangible assets acquired in this acquisition consisted of the following (in thousands): Fair Value Estimated Trademarks $ 3,200 Indefinite Technology 1,300 15 years Customer relationships 800 11 years Backlog 900 0.25 years Total $ 6,200 2015 Acquisition On June 9, 2015, the Company acquired all of the outstanding stock of Rough Brothers Manufacturing, Inc., RBI Solar, Inc., and affiliates, collectively known as "RBI." RBI has established itself during the past seven years among North America’s fastest-growing providers of racking and mounting systems for solar energy installations and is among the largest commercial greenhouse manufacturers in North America. RBI is a full service provider that engineers, manufactures and installs racking systems for solar power developers, contractors and companies. In addition, RBI designs and manufactures greenhouses for commercial, institutional and retail customers. The acquisition of RBI enables the Company to leverage its expertise in structural metals manufacturing, materials sourcing and logistics to help meet the fast-growing global demand for solar racking solutions. The results of RBI have been included in the Company’s consolidated financial results since the date of acquisition (within the Company's Renewable Energy and Conservation segment). The final aggregate purchase consideration for the acquisition of RBI was $147,585,000 , which includes payments for working capital and certain other adjustments provided for in the stock purchase agreement. A working capital adjustment of $6,302,000 was paid by the Company during the third quarter of 2015. The remaining purchase adjustment of $2,314,000 was paid in the first quarter of 2016. The purchase price for the acquisition was allocated to the assets acquired and liabilities assumed based upon their respective fair values. The excess consideration of $57,180,000 , was recorded as goodwill of which $37,969,000 is deductible for tax purposes. The allocation of the purchase consideration to the fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands): Cash $ 4,651 Working capital 21,436 Property, plant, and equipment 12,797 Acquired intangible assets 56,392 Other assets 3,049 Deferred income taxes (4,892 ) Other liabilities (3,028 ) Goodwill 57,180 Fair value of purchase consideration $ 147,585 The Company recorded an indemnification asset and liability of $3.0 million on the opening balance sheet related to the seller’s obligation to fully indemnify the Company for the outcome of potential contingent liabilities related to the uncertainty of income tax positions in foreign jurisdictions. The liability and related indemnification asset may or may not be realized, and any unrealized liability is scheduled to expire in 2018. The intangible assets acquired in this acquisition consisted of the following (in thousands): Fair Value Estimated Trademarks $ 13,550 Indefinite Technology 3,550 7-15 years Customer relationships 32,892 11-17 years Non-compete agreements 1,300 5 years Backlog 5,100 0.5 years Total $ 56,392 The following unaudited pro forma financial information presents the combined results of continuing operations as if the acquisition of RBI had occurred as of January 1, 2014. The pro forma information includes certain adjustments, including depreciation and amortization expense, interest expense and certain other adjustments, together with related income tax effects. The pro forma amounts may not be indicative of the results that actually would have been achieved had the acquisitions occurred as of January 1, 2014 and are not necessarily indicative of future results of the combined companies (in thousands, except per share data): Twelve Months Ended December 31, 2015 2014 Net sales $ 1,128,915 $ 1,026,014 Net income (loss) $ 33,587 $ (46,714 ) Net income (loss) per share - Basic $ 1.08 $ (1.50 ) Net income (loss) per share - Diluted $ 1.06 $ (1.50 ) The 2016 acquisition of Nexus was funded from available cash on hand. The 2015 acquisition of RBI was financed through a combination of cash on hand and borrowings under the Company's revolving credit facility. The Company incurred certain acquisition-related costs composed of legal and consulting fees, and these costs were recognized as a component of selling, general, and administrative expenses in the consolidated statement of operations. The Company also recognized costs related to the sale of inventory at fair value as a result of allocating the purchase price of recent acquisitions. All acquisition related costs consisted of the following for the years ended December 31 (in thousands): 2016 2015 2014 Selling, general and administrative costs $ 228 $ 732 $ (1,594 ) Cost of sales 81 230 206 Total acquisition related costs $ 309 $ 962 $ (1,388 ) |
Goodwill and Related Intangible
Goodwill and Related Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Related Intangible Assets | GOODWILL AND RELATED INTANGIBLE ASSETS Goodwill The changes in the carrying amount of goodwill for the years ended December 31 were as follows (in thousands): Residential Products Industrial and Infrastructure Products Renewable Energy and Conservation Total Balance at December 31, 2014 $ 181,285 $ 54,759 $ — $ 236,044 Acquired goodwill — — 57,180 57,180 Foreign currency translation — (1,055 ) 221 (834 ) Balance at December 31, 2015 $ 181,285 $ 53,704 $ 57,401 $ 292,390 Acquired goodwill — — 12,283 12,283 Impairment — — (929 ) (929 ) Foreign currency translation — 180 108 288 Balance at December 31, 2016 $ 181,285 $ 53,884 $ 68,863 $ 304,032 Goodwill is recognized net of accumulated impairment losses of $235,419,000 and $255,530,000 as of December 31, 2016 and 2015 , respectively. Annual Impairment Testing The Company performed its annual goodwill impairment test as of October 31, 2016 , 2015 , and 2014 . The Company did not recognize any impairment charges during 2016 or 2015 as a result of the annual goodwill impairment test. However, subsequent to the annual goodwill impairment test as of October 31, 2016, the Company discontinued its European residential solar racking business which resulted in an impairment charge against goodwill. During 2014, the Company incurred impairment charges as a result of the October 31 annual test. During the October 31, 2016 impairment test, the Company conducted a quantitative analysis for nine of the ten reporting units identified for review. For the remaining reporting unit, Nexus, the Company conducted a qualitative test rather than a quantitative test due to the recent acquisition date of this reporting unit on October 11, 2016. As such, for purposes of the annual goodwill impairment test as of October 31, 2016, the Company concluded that the fair value was greater than the net book value of $23,300,000 million and a quantitative test was not required to be conducted. Step one of the quantitative impairment test consists of comparing the fair value of a reporting unit with its carrying value including goodwill. The fair value of each reporting unit evaluated under the quantitative test was determined using two valuation techniques: an income approach and a market approach. Each valuation approach relies on significant assumptions including a weighted average cost of capital ("WACC"). The WACC is calculated based upon the capital structure of market participants in the Company’s peer groups. Other assumptions used to calculate fair value for each reporting unit include projected revenue growth, forecasted cash flows, and earnings multiples based on the market value of the Company and market participants within its peer groups. The following table summarizes the WACC calculation ranges used during the annual goodwill impairment tests performed during 2016 and 2015 : Residential and I&I Products Segments Renewable Energy & Conservation Segment All Reporting Units Greenhouse Reporting Unit Solar Reporting Unit Date of Impairment Test WACC WACC WACC October 31, 2016 12.4% to 13.0% 15.1% 16.1% October 31, 2015 11.3% to 13.1% *nmf *nmf *nmf - For the October 31, 2015 annual impairment test, the Company performed a qualitative test vs. a quantitative test for goodwill impairment purposes. Therefore, a WACC percentage was not calculated for these reporting units. As a result of our annual testing for 2016 and 2015, none of the reporting units with goodwill as of our testing date had carrying values in excess of their fair values. However, subsequent to the annual goodwill impairment test as of October 31, 2016, the Company discontinued its European residential solar racking business which resulted in an impairment charge against goodwill of $929,000 which was recorded for the year ended December 31, 2016. The Company did not record any goodwill impairment charges during 2015. During our 2014 annual goodwill impairment test, we identified reporting units with carrying values in excess of fair value. Therefore, the Company initiated step two of the goodwill impairment test which involved calculating the implied fair value of goodwill by allocating the fair value of the reporting unit to the fair value of its assets and liabilities other than goodwill, calculating an implied fair value of goodwill, and comparing the implied fair value to the carrying amount of goodwill. As a result of step two of the annual goodwill impairment test, the Company estimated that the implied fair value of goodwill for the reporting units was less than their carrying values by $104,565,000 for the year ended December 31, 2014 which has been recorded as impairment charges of which $90,330,000 was recorded in our Industrial and Infrastructure Products segment and the remaining $14,235,000 was recorded in our Residential Products segment. Interim Impairment Testing We test goodwill and indefinite-lived intangible assets for impairment on an annual basis as of October 31 and at interim dates when indicators of impairment are present. In 2016, 2015 and 2014, no indicators of impairment were identified as of interim dates; therefore, no interim tests were performed. Acquired Intangible Assets Acquired intangible assets consist of the following (in thousands): December 31, 2016 December 31, 2015 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Estimated Useful Life Indefinite-lived intangible assets: Trademarks $ 44,720 $ — $ 50,538 $ — Indefinite Finite-lived intangible assets: Trademarks 5,808 2,427 5,861 1,884 5 to 15 Years Unpatented technology 26,720 10,041 28,072 10,656 5 to 20 Years Customer relationships 78,569 33,585 85,419 35,673 5 to 17 Years Non-compete agreements 1,649 623 3,107 1,771 4 to 10 Years Backlog 900 900 6,480 6,480 .5 to 2 Years 113,646 47,576 128,939 56,464 Total acquired intangible assets $ 158,366 $ 47,576 $ 179,477 $ 56,464 The Company recognized impairment charges related to indefinite-lived trademark intangible assets for the years ended December 31, 2016 , 2015 and 2014. The Company also recognized impairment charges related to finite-lived intangible assets for the years ended December 31, 2016 and 2014. The Company recorded $9.0 million of impairment charges related to indefinite-lived intangibles during 2016. $7.8 million of impairment charges recorded for the year ended December 31, 2016 relate to the Company's discontinued European residential solar racking business and U.S. bar grating product line. The remaining $1.2 million were recognized as a result of the Company's annual impairment test of indefinite-lived intangibles. The impairment charges related to the indefinite-lived trademarks in 2015 and 2014 were recognized as a result of the Company’s annual impairment test of indefinite-lived intangibles. The fair values of the impaired trademarks were determined using an income approach consisting of the relief-from-royalty method. As a result of the Company's discontinued European solar racking business, the Company also recognized $0.2 million of impairment charges related to definite-lived intangibles. The 2014 impairment charges related to the finite-lived intangibles were recognized as a result of the estimated future discounted cash flows of the asset being less than its carrying value during the Company's annual impairment test. The fair value of the impaired finite-lived intangibles was determined using an income approach consisting of either the relief-from-royalty method or the excess earnings method. In addition, the Company recognized amortization expense related to the definite-lived intangible assets. The following table summarizes the impairment charges for the years ended December 31 (in thousands): 2016 2015 2014 Indefinite-lived intangibles Definite-lived intangibles Indefinite-lived intangibles Definite-lived intangibles Indefinite-lived intangibles Definite-lived intangibles Residential Products $ — $ — $ 440 $ — $ 1,200 $ — Industrial and Infrastructure Products 7,980 — 4,423 — 1,500 705 Renewable Energy and Conservation 1,068 198 — — — — Impairment charges $ 9,048 $ 198 $ 4,863 $ — $ 2,700 $ 705 The following table summarizes amortization expense for the years ended December 31 (in thousands): 2016 2015 2014 Amortization expense $ 9,637 $ 12,679 $ 5,720 Amortization expense related to acquired intangible assets for the next five years ended December 31 is estimated as follows (in thousands): 2017 $ 8,500 2018 $ 7,945 2019 $ 7,273 2020 $ 6,760 2021 $ 6,159 |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Expenses | ACCRUED EXPENSES Accrued expenses at December 31 consist of the following (in thousands): 2016 2015 Compensation $ 27,669 $ 22,215 Interest and taxes 13,102 11,742 Customer rebates 10,303 9,733 Insurance 7,584 9,057 Acquisition payable 1,000 2,314 Other 10,734 12,544 Total accrued expenses $ 70,392 $ 67,605 Accrued expenses for insurance are primarily for general liability, workers’ compensation and employee healthcare policies for which the Company is self-insured up to certain per-occurrence and aggregate limits. The amounts accrued represent the Company's best estimates of the probable amount of claims to be paid. Differences between the amounts accrued and the amount that may be reasonably possible of payment are not material. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Long-term Debt, Unclassified [Abstract] | |
Debt | DEBT Long-term debt at December 31 consists of the following (in thousands): 2016 2015 Senior Subordinated 6.25% Notes $ 210,000 $ 210,000 Other debt 2,800 3,200 Less unamortized debt issuance costs (3,163 ) (3,918 ) Total debt 209,637 209,282 Less current maturities 400 400 Total long-term debt $ 209,237 $ 208,882 The Company's Fifth Amended and Restated Credit Agreement dated December 9, 2015 (the "Senior Credit Agreement") was amended to convert our revolving credit facility into a secured cash flow revolver, and terminates on December 9, 2020. The Senior Credit Agreement provides for a revolving credit facility and letters of credit in an aggregate amount of $300 million . The Company has the option to request additional financing from the banks to either increase the revolving credit facility to $500 million or in the form of a term loan of up to $200 million . The Senior Credit Agreement contains three financial covenants. As of December 31, 2016, the Company is in compliance with all three covenants. Borrowings under the Senior Credit Agreement are secured by the trade receivables, inventory, personal property, equipment, and certain real property of the Company’s significant domestic subsidiaries. Interest rates on the revolving credit facility are based on the LIBOR plus an additional margin that ranges from 1.25% to 2.25% for LIBOR loans based on the Total Leverage Ratio. In addition, the revolving credit facility is subject to an undrawn commitment fee ranging between 0.20% and 0.30% based on the Total Leverage Ratio and the daily average undrawn balance. Standby letters of credit of $12,806,000 have been issued under the Senior Credit Agreement to third parties on behalf of the Company as of December 31, 2016. These letters of credit reduce the amount otherwise available under the revolving credit facility. As of December 31, 2016, the Company had $287,194,000 of availability under the revolving credit facility. No borrowings were outstanding under the revolving credit facility at December 31, 2016 and December 31, 2015. On January 31, 2013, the Company issued $210 million of 6.25% Senior Subordinated Notes (" 6.25% Notes") due February 1, 2021 . The provisions of the 6.25% Notes include, without limitation, restrictions on indebtedness, liens, and distributions from restricted subsidiaries, asset sales, affiliate transactions, dividends, and other restricted payments. Dividend payments are subject to annual limits and interest is paid semiannually on February 1 and August 1 of each year. The aggregate maturities of long-term debt for the next five years and thereafter are as follows (in thousands): 2017 $ 400 2018 $ 400 2019 $ 400 2020 $ 400 2021 $ 210,400 Thereafter $ 800 Total cash paid for interest in the years ended December 31 was (in thousands): 2016 2015 2014 Cash paid for interest $ 13,906 $ 15,374 $ 13,864 |
Employee Retirement Plans
Employee Retirement Plans | 12 Months Ended |
Dec. 31, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Employee Retirement Plans | EMPLOYEE RETIREMENT PLANS Pension The Company has an unfunded supplemental pension plan which provides defined pension benefits to certain salaried employees upon retirement. Benefits under the plan are based on the salaries of individual plan participants in the year they were admitted into the plan. The plan has been frozen and no additional participants will be added to the plan in the future.The following table presents the changes in the plan’s projected benefit obligation, fair value of plan assets, and funded status for the years ended December 31 (in thousands): 2016 2015 2014 Projected benefit obligation at January 1 $ 1,685 $ 1,961 $ 2,179 Interest cost 59 66 88 Actuarial losses (gains) 5 (39 ) 9 Benefits paid (372 ) (303 ) (315 ) Projected benefit obligation at December 31 1,377 1,685 1,961 Fair value of plan assets — — — Under funded status (1,377 ) (1,685 ) (1,961 ) Unamortized prior service cost 4 10 24 Unrecognized actuarial gain (200 ) (218 ) (179 ) Net amount recognized $ (1,573 ) $ (1,893 ) $ (2,116 ) Amounts recognized in the consolidated financial statements consisted of (in thousands): Accrued pension liability: Current portion $ (360 ) $ (372 ) $ (395 ) Long term portion (1,016 ) (1,313 ) (1,566 ) Pre-tax accumulated other comprehensive income – retirement benefit liability adjustment (197 ) (208 ) (155 ) Net amount recognized $ (1,573 ) $ (1,893 ) $ (2,116 ) The plan’s accumulated benefit obligation equaled the projected benefit obligation as of December 31, 2016 , 2015 , and 2014 . The measurement date used to determine pension benefit measures was December 31. Components of net periodic pension cost for the years ended December 31 were as follows (in thousands): 2016 2015 2014 Interest cost $ 59 $ 66 $ 88 Amortization of unrecognized prior service cost 6 14 15 Gain amortization (13 ) — — Net periodic pension cost $ 52 $ 80 $ 103 Assumptions used to calculate the benefit obligation: Discount rate 3.81 % 3.94 % 3.74 % Expected benefit payments from the plan for the years ended December 31 are as follows (in thousands): 2017 $ 360 2018 $ 327 2019 $ 228 2020 $ 137 2021 $ 100 Years 2022 - 2026 $ 392 Foreign Pension The Company had another unfunded supplemental pension plan at one of our previously owned European subsidiaries which provided defined pension benefits to certain employees upon retirement. The Company sold this subsidiary on April 15, 2016. The projected benefit obligation at December 31, 2015 was $362,000 . A pre-tax accumulated other comprehensive loss retirement benefit liability adjustment of $91,000 had been recognized in 2015 in the Company’s financial statements, for a net liability of $271,000 at December 31, 2015 . 401(k) Employees of all U.S. subsidiaries are eligible to participate in the Company’s 401(k) Plan. Multiemployer Pension Plans In addition, the Company contributes to a number of multiemployer defined benefit pension plans under the terms of collective-bargaining agreements that cover union-represented employees. The risks of participating in these multiemployer plans are different from single-employer plans in the following aspects: a) Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. b) If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers. c) If the Company chooses to stop participating in some of the multiemployer plans, the Company may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability. The Company’s participation in these plans for the year ended December 31, 2016 is outlined in the table below. The “EIN/ Pension Plan Number” column provides the Employee Identification Number (EIN) and three-digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act (PPA) zone status available in 2016 and 2015 is for the plan’s year ended December 31, 2015 and 2014 , respectively. The zone status is based on information that the Company received from the plans and is certified by the plans’ actuaries. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded, and plans in the green zone are at least 80% funded. EIN/ Pension PPA Zone Status Surcharge Pension Fund Plan Number 2015 2014 Imposed National Integrated Group Pension Plan 22-6190618-001 Red Red Yes Sheet Metal Workers’ National Pension Plan 52-6112463-001 Yellow Yellow Yes Sheet Metal Workers’ Pension Plan of Northern California 51-6115939-001 Red Red No At December 31, 2016 , the Company employed 2,311 people, of which approximately 11% were represented by unions through various collective bargaining agreements (CBAs). Three of the Company's six CBAs expired and were successfully renegotiated in 2016. None of our CBA's expire until April 30, 2018 . All of the funds have rehabilitation plans in place. Each plan with a rehabilitation plan requires minimum contributions from the Company. Given the status of these plans, it is reasonably possible that future contributions to the plans will increase although the Company cannot reasonably estimate a possible range of increased contributions as of December 31, 2016 . The Company did not contribute more than 5% of any fund’s total contributions in any of the three years in the period ended December 31, 2016 . The table below sets forth the contributions made by the Company to each multiemployer plan for the years ended December 31 (in thousands): Pension Fund 2016 2015 2014 National Integrated Group Pension Plan $ 218 $ 246 $ 233 Sheet Metal Workers’ National Pension Plan 50 56 61 Sheet Metal Workers’ Pension Plan of Northern California 28 31 35 $ 296 $ 333 $ 329 At the date the financial statements were issued, Forms 5500 were not available for the plan year ended December 31, 2016 . Total Retirement Plan Expense Total expense for all retirement plans for the years ended December 31 was (in thousands): 2016 2015 2014 $ 2,887 $ 2,934 $ 2,816 |
Other Postretirement Benefits
Other Postretirement Benefits | 12 Months Ended |
Dec. 31, 2016 | |
Other Postretirement Benefits [Abstract] | |
Other Postretirement Benefits | OTHER POSTRETIREMENT BENEFITS The Company has an unfunded postretirement healthcare plan which provides health insurance to certain employees and their spouses upon retirement. This plan has been frozen and no additional participants will be added to the plan in the future. The following table presents the changes in the accumulated postretirement benefit obligation related to the Company’s unfunded postretirement healthcare benefits at December 31 (in thousands): 2016 2015 2014 Projected benefit obligation at January 1 $ 8,149 $ 8,202 $ 5,900 Service cost 22 26 16 Interest cost 272 300 255 Actuarial (gain) loss (923 ) (29 ) 2,387 Benefits paid, net of contributions (318 ) (350 ) (356 ) Projected benefit obligation at December 31 7,202 8,149 8,202 Fair value of plan assets — — — Under funded status (7,202 ) (8,149 ) (8,202 ) Unamortized prior service cost 471 515 559 Unrecognized actuarial loss 2,679 3,736 3,962 Net amount recognized $ (4,052 ) $ (3,898 ) $ (3,681 ) During 2016, the Company's actual mortality was greater than expected and the actual claim costs were less than expected. As a result, the Company recognized an actuarial gain and a decrease in our projected benefit obligation. Net periodic postretirement benefit cost charged to expense decreased in 2016 as a result of amortization of the actuarial gain. In October 2014 the Society of Actuaries issued new mortality tables and a mortality improvement scale which were applied when measuring the postretirement benefit obligation as of December 31, 2014. Because the new tables and improvement scale reflect today’s longer life expectancies, it resulted in an actuarial loss and an increase in our projected benefit obligation during 2014. As a result, net periodic postretirement benefit cost charged to expense has increased as a result of increases in the amortization of the actuarial loss. Amounts recognized in the consolidated financial statements consisted of (in thousands): 2016 2015 2014 Accrued postretirement benefit liability Current portion $ (294 ) $ (368 ) $ (368 ) Long term portion (6,908 ) (7,781 ) (7,834 ) Pre-tax accumulated other comprehensive loss – unamortized post-retirement healthcare costs 3,150 4,251 4,521 Net amount recognized $ (4,052 ) $ (3,898 ) $ (3,681 ) Components of net periodic postretirement benefit cost charged to expense for the years ended December 31 were as follows (in thousands): 2016 2015 2014 Service cost $ 22 $ 26 $ 16 Interest cost 272 300 255 Amortization of unrecognized prior service cost 44 44 44 Loss amortization ( 2 ) 134 197 78 Net periodic benefit cost $ 472 $ 567 $ 393 Assumptions used to calculate the benefit obligation: Discount rate 3.8 % 3.9 % 3.7 % Annual rate of increase in the per capita cost of: Medical costs before age 65 ( 1) 7.5 % 7.8 % 8.0 % Medical costs after age 65 ( 1) 6.5 % 6.8 % 7.0 % Prescription drug costs ( 1) 10.5 % 11.0 % 9.0 % (1) It was assumed that these rates would gradually decline to 4% by 2075. (2) Actuarial (gains)/losses are amortized utilizing the corridor approach. Differences between actual experience and the actuarial assumptions are reflected in (gain)/loss. If the total net (gain) or loss exceeds 10 percent of the greater of the accumulated postretirement benefit obligation or plan asset, this excess must be amortized over the average remaining service period of the active plan participants. If most of the plan participants are inactive, the amortization period is the expected future lifetime of inactive plan participants. A 1% change in the annual medical inflation rate issued would have the following impact on the amounts reported at December 31 as follows (in thousands): 2016 2015 Effect on accumulated postretirement benefit obligation 1% increase $ 975 $ 963 1% decrease $ (824 ) $ (825 ) Effect on annual service and interest costs 1% increase $ 42 $ 40 1% decrease $ (35 ) $ (34 ) The measurement date used to determine postretirement benefit obligation measures was December 31. Expected benefit payments from the plan for the years ended December 31 are as follows (in thousands): 2017 $ 294 2018 $ 315 2019 $ 334 2020 $ 356 2021 $ 375 Years 2022 - 2026 $ 2,156 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss) Income | 12 Months Ended |
Dec. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive (Loss) Income | ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME The cumulative balance of each component of accumulated other comprehensive (loss) income is as follows (in thousands): Foreign Currency Translation Adjustment Cash Flow Hedges Minimum Pension Liability Adjustment Unamortized Post-Retirement Health Care Costs Total Pre-Tax Amount Tax (Benefit) Expense Accumulated Other Comprehensive (Loss) Income Balance at December 31, 2014 $ (6,565 ) $ (225 ) $ 43 $ (4,521 ) $ (11,268 ) $ (1,717 ) $ (9,551 ) Reclassified loss on cash flow hedge from other comprehensive (loss) income — 225 — — 225 82 143 Minimum pension and post retirement health care plan adjustments — — 75 270 345 125 220 Foreign currency translation adjustment (6,228 ) — — — (6,228 ) — (6,228 ) Balance at December 31, 2015 $ (12,793 ) $ — $ 118 $ (4,251 ) $ (16,926 ) $ (1,510 ) $ (15,416 ) Minimum pension and post retirement health care plan adjustments — — 79 1,101 1,180 430 750 Foreign currency translation adjustment 6,945 — — — 6,945 — 6,945 Balance at December 31, 2016 $ (5,848 ) $ — $ 197 $ (3,150 ) $ (8,801 ) $ (1,080 ) $ (7,721 ) The realized losses relating to the Company’s foreign currency cash flow hedges have been reclassified from accumulated other comprehensive loss and included in net sales in the consolidated statement of operations. The realized adjustments relating to the Company’s minimum pension liability and post retirement health care costs were reclassified from accumulated other comprehensive loss and included in selling, general and administrative expenses in the consolidated statement of operations. The realized adjustments relating to the Company’s foreign currency translation adjustment were reclassified from accumulated other comprehensive loss and included in other expense in the consolidated statement of operations. The 2016 reclassification above includes $6.9 million of foreign currency loss on the divestiture of European industrial manufacturing business in April 2016. |
Equity-Based Compensation
Equity-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation [Abstract] | |
Equity-Based Compensation | EQUITY-BASED COMPENSATION Equity-based payments to employees and directors, including grants of stock options, restricted stock units, performance stock units, and restricted stock, are recognized in the statements of operations based on the grant-date fair value of the award. The Company uses the straight-line method of attributing the value of stock-based compensation expense over the vesting periods. Stock compensation expense recognized during the period is based on the value of the portion of equity-based awards that is ultimately expected to vest during the period. Vesting requirements vary for directors, executives, and key employees with vesting periods ranging from one year to four years with either graded or cliff vesting. On May 6, 2016, the shareholders of the Company authorized the Gibraltar Industries, Inc. 2016 Stock Plan for Non-Employee Directors ("Non-Employee Directors Plan"). The Non-Employee Directors Plan is a compensation plan that allows the Company to grant awards of shares of the Company's common stock to non-employee Directors of the Company. In connection with the Non-Employee Directors Plan, the Company adopted a new stock deferral plan, the Gibraltar Industries, Inc. Non Employee Director Stock Deferral Plan ("Deferral Plan"). The Deferral Plan permits non-employee Directors of the Company to defer receipt of shares of common stock which the non-employee Director is entitled to receive pursuant to the terms of the Non-Employee Directors Plan. On May 7, 2015, the shareholders of the Company authorized the Gibraltar Industries, Inc. 2015 Equity Incentive Plan (the "Plan") and simultaneously amended the 2005 Equity Incentive Plan (the "Prior Plan") to terminate issuance of further awards from the Prior Plan. The Plan is an incentive compensation plan that allows the Company to grant equity-based incentive compensation awards to eligible participants. Awards under the plan may be in the form of options, restricted shares, restricted units, performance shares, performance stock units, and rights. Equity Based Awards - Settled in Stock The following table provides the number of stock unit awards granted which will convert to shares upon vesting as well as restricted shares issued during the years ended December 31, along with the weighted-average grant-date fair value of each award: 2016 2015 2014 Awards Number of Awards Weighted Average Grant Date Fair Value Number of Awards Weighted Average Grant Date Fair Value Number of Awards Weighted Average Grant Date Fair Value Deferred stock units 11,945 $ 29.30 — $ — — $ — Options — $ — 37,500 $ 25.44 — $ — Restricted shares 3,185 $ 29.30 21,318 $ 17.48 21,721 $ 16.76 Restricted stock units 141,982 $ 25.44 212,419 $ 17.78 218,857 $ 16.96 Performance stock units — $ — 396,714 $ 19.78 — $ — At December 31, 2016 , 550,000 shares were available for issuance under the Plan as incentive stock options or other stock awards and 85,000 shares were available for issuance under the Non-Employee Directors Plan as awards of shares of the Company's common stock. Included in the performance stock units disclosed above are 321,714 units awarded in June 2015. The final number of performance stock units that will convert to shares will be determined based on RBI's gross profit performance relative to their targeted gross profit for 2016 and 2017. The remaining 75,000 units were awarded in December 2015. The number of shares to be issued to the recipients will be determined based upon the ranking of the Company's total shareholder return over a three (3) year performance period ended December 31, 2018 compared to the total shareholder return of companies in the S&P Small Cap Industrial Sector over such period. The Company recognized the following compensation expense in connection with awards that vested under the Plan and the Prior Plan along with the related tax benefits recognized during the years ended December 31 (in thousands): 2016 2015 2014 Expense recognized under the Prior Plan $ 1,937 $ 1,953 $ 3,150 Expense recognized under the Plan 3,993 1,938 — Expense recognized under the Non-Employee Directors Plan 443 — — Total stock compensation expense $ 6,373 $ 3,891 $ 3,150 Tax benefits recognized related to stock compensation expense $ 2,485 $ 1,518 $ 1,229 The fair value of the restricted shares, restricted stock units, and performance stock units issued during the three years ended December 31, 2016 was based on the grant-date fair value. The fair value of stock options granted was estimated on the date of grant using the Black-Scholes option pricing model. No options were granted in 2016 and 2014. Expected stock volatility was based on volatility of the Company’s stock price using a historical period commensurate with the expected life of the options. The following table provides the weighted average assumptions used to value stock options issued during the year ended December 31: Year of Grant Fair Value Expected Life (in years) Expected Stock Volatility Risk-free Interest Rate Annual Forfeiture Rate Expected Dividend Yield 2015 $ 7.67 4.00 35.7 % 1.5 % — % — % The following table summarizes the ranges of outstanding and exercisable options at December 31, 2016 : Range of Exercise Prices Options Outstanding Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price Options Exercisable Weighted Average Exercise Price $8.90 – $8.90 36,500 3.70 $ 8.90 36,500 $ 8.90 $9.74 – $9.74 95,441 4.70 $ 9.74 95,441 $ 9.74 $11.89 – $18.78 70,783 1.85 $ 15.78 70,783 $ 15.78 $20.52 – $23.78 37,000 1.69 $ 22.16 37,000 $ 22.16 $23.79 – $25.44 37,500 9.00 $ 25.44 — $ — 277,224 239,724 The following table summarizes information about stock option transactions: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Balance at January 1, 2014 622,124 $ 15.48 Exercised (52,805 ) 11.18 Balance at December 31, 2014 569,319 $ 15.88 Granted 37,500 25.44 Exercised (119,096 ) 15.13 Forfeited (750 ) 9.74 Expired (28,624 ) 20.56 Balance at December 31, 2015 458,349 $ 16.57 Exercised (175,125 ) 19.08 Forfeited (6,000 ) 18.22 Balance at December 31, 2016 277,224 $ 14.95 4.02 $ 7,401,000 The aggregate intrinsic value in the preceding table represents the total pre-tax intrinsic value, based on the $41.65 per share market price of the Company’s common stock as of December 31, 2016 , which would have been received by the option holders had all option holders with an exercise price below the per share market price on December 31, 2016 , exercised their options as of that date. The following table sets forth the aggregate intrinsic value of options exercised and aggregate fair value of restricted stock units and restricted shares that vested during the years ended December 31 (in thousands): 2016 2015 2014 Aggregate intrinsic value of options exercised $ 2,439 $ 1,089 $ 326 Aggregate fair value of vested restricted stock units $ 4,368 $ 6,578 $ 2,416 Aggregate fair value of vested restricted shares $ 247 $ 111 $ 364 Aggregate fair value of vested deferred stock units $ 443 $ — $ — The following table summarizes information about non-vested restricted stock units and performance stock units (that will convert to shares upon vesting) and restricted shares: Restricted Stock Units Weighted Average Grant Date Fair Value Restricted Shares Weighted Average Grant Date Fair Value Performance Stock Units Weighted Average Grant Date Fair Value Deferred Stock Units (1) Weighted Average Grant Date Fair Value Balance at December 31, 2015 548,815 $ 15.22 21,485 $ 17.59 396,714 $ 19.78 — $ — Granted 141,982 25.44 3,185 29.30 — — 11,945 29.30 Vested (131,369 ) 15.64 (17,309 ) 19.65 — — — — Forfeited (23,264 ) 16.18 — — — — — — Balance at December 31, 2016 536,164 $ 17.79 7,361 $ 17.07 396,714 $ 19.78 11,945 $ 29.30 (1) Vested and issued upon retirement. As of December 31, 2016 , there was $9,957,000 of total unrecognized compensation cost related to non-vested options, restricted shares, and restricted stock units. That cost is expected to be recognized over a weighted average period of 2.2 years . Performance Stock Units - Settled in Cash The Company has also awarded performance stock units ("PSUs") that will convert to cash after three years based upon a one year performance period. The cost of these awards is recognized over the requisite vesting period. The PSUs earned over the performance period are determined based on the Company's actual return on invested capital ("ROIC") relative to the ROIC targeted for the performance period. The following table provides the number of PSUs which will convert to cash for the years ending December 31: 2016 2015 2014 Awards Number of Units (1) Grant Date Fair Value (in $000s) Number of Units (2) Number of Units (3) Performance stock units 128,000 $ 3,100 219,000 $ 4,039 231,000 $ 4,233 (1) The participants earned 200% of target aggregating 256,000 PSUs earned. This award will convert to cash and be payable in January 2019. (2) The participants earned 200% of target aggregating 438,000 PSUs earned. This award will convert to cash and be payable in January 2018. (3) Based on the actual 2014 ROIC, no shares were earned during the performance period. During the 2013 performance period, the participants earned an aggregate of 114,000 PSUs, representing 50% of the targeted award of 237,000 units. In January 2016, $2,723,000 was paid to the participants for the 2013 PSUs based on the trailing 90 -day closing price of the Company's common stock ended December 31, 2015. The following table summarizes the compensation expense recognized from the change in fair value and vesting of performance stock units awarded for the years ended December 31 (in thousands): 2016 2015 2014 Performance stock unit compensation expense $ 10,377 $ 6,965 $ 31 Management Stock Purchase Plan The Management Stock Purchase Plan ("MSPP") provides participants the ability to defer a portion of their compensation or Directors’ fees, which deferral is converted to restricted stock units, and credited to an account. Under the MSPP, the Company provides a matching award in restricted stock units equal to a percentage of the employees' compensation or Directors' 2015 fee deferral amount. Beginning January 1, 2016, Directors do not receive any company-matching on deferred fees. The account represents a share-based liability converted to and settled in cash which is payable to participants upon retirement or a termination of their service to the Company. The following table provides the number of restricted stock units credited to participant accounts, balance of vested and unvested restricted stock units within participant accounts, payments made with respect to restricted stock units issued under the MSPP, and MSPP expense during years ended December 31: 2016 2015 2014 Restricted stock units credited 198,155 94,047 119,105 Restricted stock units balance, vested and unvested 646,669 519,668 647,371 Share-based liabilities paid (in thousands) $ 3,137 $ 1,901 $ 2,120 MSPP expense (in thousands) $ 8,565 $ 2,767 $ 329 |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES The Company is exposed to certain risks arising from both its business operations and economic conditions. The primary risks that the Company manages through its derivative instruments from time to time are foreign currency exchange rate risk and commodity pricing risk. We enter into derivative financial instruments with various financial institutions to minimize counterparty credit risk. Depending on the type of transaction, we may enter into either derivatives that are designated as hedging instruments and/or derivatives that are not designated as hedging instruments. As of December 31, 2016, we do not currently hold any derivatives classified as hedging instruments and qualifying for hedge accounting. Derivatives not designated as hedging instruments Commodity options and forward exchange options are recorded in the consolidated balance sheet at fair value and the resulting gains or losses are recorded to other income in the consolidated statement of operations. Resulting gains and losses are included in operating activities in the consolidated statement of cash flows. The (gains) losses recognized for the twelve months ended December 31, are as follows (in thousands): Derivatives not designated as hedging instruments 2016 2015 Commodity options $ — $ 399 Foreign exchange forwards — 187 Foreign exchange options — (5,736 ) Total non-designated derivative realized net gain $ — $ (5,150 ) As of December 31, 2016, the Company does not hold any derivatives not designated as hedging instruments. Summary of Derivatives Derivatives consist of the following (in thousands): December 31, 2016 December 31, 2015 Derivatives not designated as hedging instruments Classification Fair Value Fair Value Foreign exchange options Other current assets $ — $ 1,792 Foreign exchange forwards Accrued expenses $ — $ 14 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Depending on the nature of the asset or liability, various techniques and assumptions can be used to estimate fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement as follows: • Level 1 - Quoted prices in active markets for identical assets or liabilities. • Level 2 - Observable inputs other than quoted prices in active markets for similar assets and liabilities. • Level 3 - Inputs that are unobservable inputs for the asset or liability. The Company's derivatives are valued using various pricing models or discounted cash flow analyses that incorporate observable market data, such as interest rate yield curves, currency rates and implied volatility. In addition, the Company received fair value estimates from contract counterparties to verify the reasonableness of the Company's estimates. These derivatives are classified as Level 2 within the valuation hierarchy. The following table presents the fair values and classification of our financial assets (liabilities) measured on a recurring basis, all of which are classified as Level 2 as of December 31, (in thousands): Classification 2016 2015 Foreign currency exchange options Other current assets $ — $ 1,792 Foreign currency exchange forwards Accrued expenses $ — $ 14 At December 31, 2016 and 2015, the Company's long-term debt financial instrument had a carrying value that differed from its fair value. The fair value of outstanding debt gross of unamortized debt issuance costs was $219,898,000 and $217,925,000 , respectively, compared to its carrying value of $ 209,637,000 and $ 209,282,000 , respectively. The fair value of the Company's Senior Subordinated 6.25% Notes is classified as Level 2 within the fair value hierarchy and was estimated based on quoted market prices. The Company’s other financial instruments primarily consist of cash and cash equivalents, accounts receivable, notes receivable, and accounts payable. The carrying values for our financial instruments approximate fair value. The Company did not have any other material assets or liabilities carried at fair value and measured on a recurring basis as of December 31, 2016 and 2015 . Other non-recurring fair value measurements Long-lived assets The Company also recognized the impairment of certain property, plant, and equipment during the years ended December 31, 2016 , 2015 and 2014 . The impairment charges were calculated by determining the fair value of the property, plant, and equipment using unobservable inputs which primarily include replacement cost less depreciation or market data for transactions involving similar assets. These inputs are classified as Level 3 inputs. See Note 15 of the consolidated financial statements for more disclosure regarding the impairment of certain property, plant, and equipment. During 2016 , 2015 , and 2014 , the Company also recognized impairments to intangible assets. The impairment charges were calculated by determining the fair value of these assets. The fair value measurements were calculated using discounted cash flow analyses which rely primarily upon unobservable inputs classified as Level 3 inputs. See Note 6 of the consolidated financial statements for more disclosure regarding the impairment of intangible assets. The Company also applied fair value principles during the goodwill impairment tests performed during 2016 , 2015 , and 2014 . The fair value for the Company’s reporting units cannot be determined using readily available quoted Level 1 or Level 2 inputs that are observable or available from active markets. Therefore, the Company used two valuation models to estimate the fair values of its reporting units, both of which primarily use Level 3 inputs. To estimate the fair values of reporting units, the Company uses significant estimates and judgmental factors. The key estimates and factors used in the valuation models include revenue growth rates and profit margins based on internal forecasts, terminal value, WACC, and earnings multiples. See Note 6 of the consolidated financial statements for the results of the Company’s goodwill impairment tests. Acquisitions As described in Note 5 of the consolidated financial statements, the Company acquired all of the outstanding stock of Nexus on October 11, 2016 and all of the outstanding stock of RBI on June 9, 2015. The estimated fair values allocated to the assets acquired and liabilities assumed relied upon fair value measurements based in part on Level 3 inputs. The valuation techniques used to assign fair values to inventory, property, plant and equipment, and intangible assets included the cost approach, market approach, relief-from-royalty approach, and other income approaches. The valuation techniques relied on a number of inputs that included the cost and condition of the property, plant and equipment, forecasted net sales and incomes, and royalty rates. |
Exit Activity Costs and Asset I
Exit Activity Costs and Asset Impairments | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Exit Activity Costs and Asset Impairments | EXIT ACTIVITY COSTS AND ASSET IMPAIRMENTS The Company’s business strategy has been formulated to effect a transformation of its operations and improve financial results over a five year period. In 2015, the first year of this planned transformation, an 80/20 simplification initiative commenced across many of our business units. This on-going initiative, in part, focuses the Company’s internal resources on further increasing the value provided to our customers. A result of this initiative was the identification of low-volume, low-margin, internally-produced products which have been or will be outsourced or discontinued. In 2016, the 80/20 simplification initiative was initiated at additional business units as well as continued at those business units which commenced activity in 2015. Correspondingly, the Company executed another key strategy in 2016 known as portfolio management. Portfolio management, a natural adjunct to this 80/20 initiative, is another initiative to drive transformational change in the Company’s financial results in which management continually evaluates all aspects of our current portfolio for future profitable growth and greater shareholder returns. As a result of this initiative, the Company executed three transactions in 2016 related to this strategy: the sale of its European industrial manufacturing business to a third party in April 2016, the exiting of its small European residential solar racking business and the exiting of its U.S. bar grating product line. Both the exit of the Company's small European residential solar racking business and the exit of the Company's U.S. bar grating product line commenced in the fourth quarter of 2016 and are expected to be completed in early 2017. During 2016, the Company incurred asset impairments resulting from the above initiatives. Asset impairments relate to the write-down of inventory and impairment of machinery, equipment and facilities associated with either businesses sold or exited, discontinued product lines or the reduction of manufactured goods offered within a product line. These assets were written down to their sale or scrap value, and were subsequently sold or disposed of. The Company also incurred exit activity costs in 2016 which related to contract termination costs, severance costs, and other moving and closing costs. The above initiatives led to the closing and consolidation of seven facilities in 2016, which resulted in costs for relocation of inventory and equipment at those facilities, termination of leases and the reduction of workforce associated with the discontinued products and closed facilities. In conjunction with the exiting of its small European residential solar racking business and its U.S. bar grating product line, as of December 31, 2016, the Company expects to close five more facilities in early 2017 and expect to incur additional exit activity charges related to these closures in 2017. The Company also incurred intangible asset impairment charges related to the exiting of its small European residential solar racking business and its U.S. bar grating product line which are not included in the aforementioned charges, but rather have been disclosed in Note 6. In 2015, the Company closed and consolidated four facilities which resulted in asset impairment charges and exit activity costs. In addition, the Company sold and leased back a facility. The following table sets forth the asset impairment charges, exit activity costs and gain on facilities sold in conjunction with these efforts, incurred by segment during the years ended December 31 related to the restructuring activities described above (in thousands): 2016 2015 2014 Inventory write-downs &/or asset impairment charges Exit activity costs Total Inventory write-downs &/or asset impairment charges Exit activity costs Gain on sale leaseback Total Inventory write-downs &/or asset impairment charges Exit activity costs Gain on sale Total Residential Products $ 1,459 $ 1,074 $ 2,533 $ 6,495 $ 1,256 $ (6,799 ) $ 952 $ 83 $ 1,332 $ (663 ) $ 752 Industrial & Infrastructure Products 4,221 4,546 8,767 2,009 162 — 2,171 125 794 — 919 Renewable Energy & Conservation 1,850 539 2,389 — — — — — — — — Corporate — 58 58 — — — — — — — — Total exit activity costs & asset impairments $ 7,530 $ 6,217 $ 13,747 $ 8,504 $ 1,418 $ (6,799 ) $ 3,123 $ 208 $ 2,126 $ (663 ) $ 1,671 The following table provides a summary of where the above exit activity costs and asset impairments are recorded in the consolidated statements of operations for the years ended December 31 (in thousands): 2016 2015 2014 Cost of sales $ 9,922 $ 9,381 $ 843 Selling, general, and administrative expense 3,825 (6,258 ) 828 Total exit activity costs and asset impairments $ 13,747 $ 3,123 $ 1,671 The following table reconciles the beginning and ending liability for exit activity costs relating to the Company’s facility consolidation efforts (in thousands): 2016 2015 Balance as of January 1 $ 603 $ 575 Exit activity costs recognized 6,217 1,418 Cash payments (3,076 ) (1,390 ) Balance as of December 31 $ 3,744 $ 603 As noted above, the Company sold its European industrial manufacturing business to a third party on April 15, 2016, from its Industrial and Infrastructure Products segment. The pretax loss on the disposal was $8.8 million . The sale resulted in a net loss of $2.0 million on net proceeds of $8.3 million . This divestiture did not meet the criteria to be reported as a discontinued operation as it does not represent a strategic shift that has or will have a major effect on the Company’s operations. Therefore, prior period results of continuing operations have not been restated to exclude the impact of the divested business’s financial results. The pretax loss on disposal is presented within other expense (income) in the consolidated statement of operations. Neither the exiting of the Company’s small European residential solar racking business nor its U.S. bar grating product line either currently meet, nor will meet, the criteria to be reported as a discontinued operation. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The components of income (loss) before taxes from continuing operations consisted of the following for the years ended December 31 (in thousands): 2016 2015 2014 Domestic $ 37,316 $ 40,176 $ (87,179 ) Foreign 12,667 (3,076 ) 2,429 Income (loss) before taxes from continuing operations $ 49,983 $ 37,100 $ (84,750 ) The provision for (benefit of) income taxes from continuing operations for the years ended December 31 consisted of the following (in thousands): 2016 2015 2014 Current: U.S. Federal $ 14,703 $ 12,294 $ 1,684 State 2,987 2,010 1,265 Foreign 3,467 1,371 733 Total current 21,157 15,675 3,682 Deferred: U.S. Federal (5,404 ) (178 ) (6,373 ) State 1,595 273 (203 ) Foreign (1,084 ) (2,146 ) (64 ) Total deferred (4,893 ) (2,051 ) (6,640 ) Provision for income taxes $ 16,264 $ 13,624 $ (2,958 ) The (benefit of) provision for income taxes from discontinued operations for the years ended December 31 consisted of the following (in thousands): 2016 2015 2014 Current: U.S. Federal $ (24 ) $ (15 ) $ (18 ) State (2 ) (1 ) (1 ) Foreign — — — (Benefit of) provision for income taxes $ (26 ) $ (16 ) $ (19 ) The provision for income taxes from continuing operations differs from the federal statutory rate of 35% for the years ended December 31 due to the following (in thousands): 2016 2015 2014 Statutory rate $ 17,494 35.0 % $ 12,985 35.0 % $ (29,664 ) 35.0 % Intangible asset impairment 341 0.7 % — — % 26,637 (31.4 )% State taxes, less federal effect 3,033 6.1 % 1,845 5.0 % 606 (0.7 )% Change in valuation allowance 685 1.4 % 284 0.7 % 94 (0.1 )% Non-deductible expenses 556 1.1 % 2 — % 233 (0.3 )% Federal tax credits (439 ) (0.9 )% (242 ) (0.7 )% (255 ) 0.3 % Uncertain tax positions (154 ) (0.3 )% (344 ) (0.9 )% (169 ) 0.2 % Foreign rate differential (677 ) (1.4 )% (6 ) — % (311 ) 0.4 % Worthless stock deduction (868 ) (1.7 )% — — % — — % Domestic manufacturer's deduction (1,363 ) (2.7 )% (795 ) (2.1 )% (60 ) 0.1 % Intercompany debt discharge (2,389 ) (4.8 )% — — % — — % Other 45 — % (105 ) (0.3 )% (69 ) — % $ 16,264 32.5 % $ 13,624 36.7 % $ (2,958 ) 3.5 % Deferred tax liabilities (assets) at December 31 consist of the following (in thousands): 2016 2015 Depreciation $ 17,367 $ 18,667 Goodwill 43,562 36,058 Intangible assets 14,731 19,291 Other 892 1,742 Gross deferred tax liabilities 76,552 75,758 Equity compensation (21,439 ) (13,023 ) Other (18,473 ) (20,847 ) Gross deferred tax assets (39,912 ) (33,870 ) Valuation allowances 1,362 766 Deferred tax assets, net of valuation allowances (38,550 ) (33,104 ) Net deferred tax liabilities $ 38,002 $ 42,654 Deferred taxes include net deferred tax assets relating to certain state and foreign tax jurisdictions. A reduction of the carrying amount of deferred tax assets by a valuation allowance is required if it is more likely than not that such assets will not be realized. The following sets forth a reconciliation of the beginning and ending amount of the Company’s valuation allowance (in thousands): 2016 2015 2014 Balance as of January 1 $ 766 $ 400 $ 306 Cost charged to the tax provision 983 286 144 Reductions (338 ) (78 ) (50 ) Purchase accounting adjustment and divestiture — 158 — Currency translation (49 ) — — Balance as of December 31 $ 1,362 $ 766 $ 400 The Company made net payments for income taxes for the following amounts for the years ended December 31 (in thousands): 2016 2015 2014 Payments made for income taxes, net $ (17,700 ) $ (11,879 ) $ (6,509 ) Provision has not been made for U.S. taxes on $28,751,000 of undistributed earnings of foreign subsidiaries. Those earnings have been and will continue to be indefinitely reinvested. As of December 31, 2016 , the Company’s foreign operations held $26,351,000 of cash that provides foreign operations with liquidity to reinvest in working capital and capital expenditures for their operations. Any excess earnings could be used to grow the Company’s foreign operations through launches of new capital projects or additional acquisitions. Determination of the amount of unrecognized deferred U.S. income tax liability is not practicable due to the complexities associated with its hypothetical calculation. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): 2016 2015 2014 Balance as of January 1 $ 3,876 $ 1,414 $ 1,694 Additions for tax positions of the current year 33 148 180 Additions for tax positions of prior years — 2,955 93 Reductions for tax positions of prior years for: Settlements and changes in judgment (256 ) (331 ) (154 ) Lapses of applicable statute of limitations — (310 ) (399 ) Divestitures and foreign currency translation (187 ) — — Balance as of December 31 $ 3,466 $ 3,876 $ 1,414 The Company and its U.S. subsidiaries file a U.S. federal consolidated income tax return. Foreign and U.S. state jurisdictions have statute of limitations generally ranging from four to ten years . Currently, the Company is under examination in Germany for 2009 through 2012 . The Company's U.S. federal consolidated income tax return remains subject to examination for 2014, 2015 and 2016. $636,000 and $859,000 of unrecognized tax benefits would affect the effective tax rate, if recognized as of December 31, 2016 and 2015 . $2,830,000 and $3,017,000 of unrecognized tax benefits related to the acquisition of RBI on June 9, 2015, if recognized would be offset by an equal indemnification asset at December 31, 2016 and 2015 . The Company classifies accrued interest and penalties related to unrecognized tax benefits in income tax expense. Interest (net of federal tax benefit) and penalties recognized during the years ended December 31 were (in thousands): 2016 2015 2014 Interest and penalties recognized as income $ (122 ) $ (87 ) $ (28 ) At December 31, 2016 , the Company had net operating loss carry forwards for federal, state, and foreign income tax purposes totaling $23,284,000 . The federal and state net operating loss carry forwards will expire between 2016 and 2036 . The foreign net operating loss carry forwards have an indefinite carry forward period. The Company recognized $1,737,000 of deferred tax assets, net of the federal tax benefit, related to these net operating losses prior to any valuation allowances. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2016 | |
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. Diluted earnings per share is based on the weighted average number of common shares outstanding, as well as dilutive common shares which, in the Company's case, include shares issuable under the equity compensation plans described in Note 12 of the consolidated financial statements. The weighted average number of diluted shares does not include potential anti-dilutive common shares aggregating 653,000 , 643,000 and 503,000 at December 31, 2016, 2015 and 2014, respectively. The treasury stock method is used to calculate dilutive shares, which reduces the gross number of dilutive shares by the number of shares purchasable from the proceeds of the options assumed to be exercised and the unrecognized expense related to the restricted stock and restricted stock awards assumed to have vested. Basic earnings and diluted weighted-average shares outstanding are as follows for the years ended December 31 (in thousands): 2016 2015 2014 Numerator: Income (loss) from continuing operations $ 33,719 $ 23,476 $ (81,792 ) Loss from discontinued operations (44 ) (28 ) (32 ) Net income (loss) available to common shareholders $ 33,675 $ 23,448 $ (81,824 ) Denominator for basic earnings per share: Weighted average shares outstanding 31,536 31,233 31,066 Denominator for diluted earnings per share: Common stock options and restricted stock 533 312 — Weighted average shares and conversions 32,069 31,545 31,066 For the year ended December 31, 2014, all stock options, unvested restricted stock and unvested restricted stock units were anti-dilutive and, therefore, not included in the dilutive loss per share calculations. The number of weighted average stock options, unvested restricted stock, and unvested restricted stock units that were not included in the dilutive loss per share calculation because the effect would have been anti-dilutive was 211,000 for the year ended December 31, 2014. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES The Company leases certain facilities and equipment under operating leases. As leases expire, it can be expected that, in the normal course of business, certain leases will be renewed or replaced. Certain lease agreements include escalating rent payments over the lease terms. The Company expenses rent on a straight-line basis over the lease term which commences on the date the Company has the right to control the property. Rent expense under operating leases for the years ended December 31 aggregated (in thousands): 2016 2015 2014 Rent expense $ 13,652 $ 13,959 $ 12,290 Future minimum lease payments under these noncancelable operating leases as of December 31, 2016 are as follows (in thousands): 2017 $ 11,377 2018 $ 9,315 2019 $ 6,705 2020 $ 3,881 2021 $ 2,224 Thereafter $ 2,781 The Company is a party to certain claims and legal actions generally incidental to its business. Management does not believe that the outcome of these actions, which are not clearly determinable at the present time, would significantly affect the Company’s financial condition or results of operations. Escheat Audits The State of Delaware, Department of Finance, Division of Revenue (Unclaimed Property), has notified numerous companies, including Gibraltar Industries, Inc., that the State will examine its books and records and those of its subsidiaries and related entities to determine compliance with the Delaware Escheat Laws. The review is being conducted by a third party on behalf of the State. Sixteen other states have retained the same third party and have sent similar notifications to the Company. The scope of each state’s audit varies. The State of Delaware advises, for example, that the scope of its examination will be for the period 1981 through the present. The exposure, if any, related to the audits is not currently determinable. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS An officer of one of the Company's operating segments is the owner of certain real estate properties leased for manufacturing and distribution purposes by that operating segment. The leases are in effect until June 2018 and June 2020. For the years ended December 31, 2016 and 2015 , the Company incurred $1,039,000 and $523,000 of lease expense for these properties. All amounts incurred during 2016 and 2015 were expensed as a component of cost of sales. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting Information, Revenue for Reportable Segment [Abstract] | |
Segment Information | SEGMENT INFORMATION The Company is organized into three reportable segments on the basis of the production process and products and services provided by each segment, identified as follows: (i) Residential Products, which primarily includes roof and foundation ventilation products, mail and package storage products, rain dispersion products and roofing accessories; (ii) Industrial and Infrastructure Products, which primarily includes expanded and perforated metal, expansion joints and structural bearings; and (iii) Renewable Energy and Conservation, which primarily includes designing, engineering, manufacturing and installation of solar racking systems and greenhouse structures. When determining the reportable segments, the Company aggregated operating segments based on their similar economic and operating characteristics. The following table illustrates certain measurements used by management to assess the performance of the segments described above as of and for the years ended December 31 (in thousands): 2016 2015 2014 Net sales: Residential Products $ 430,938 $ 475,653 $ 431,915 Industrial and Infrastructure Products 296,513 378,224 431,432 Less: Intersegment sales (1,495 ) (1,536 ) (1,260 ) 295,018 376,688 430,172 Renewable Energy and Conservation 282,025 188,532 — Total consolidated net sales $ 1,007,981 $ 1,040,873 $ 862,087 Income (loss) from operations: Residential Products $ 65,241 $ 46,804 $ 16,416 Industrial and Infrastructure Products 1,306 15,581 (74,634 ) Renewable Energy and Conservation 43,214 12,659 — Unallocated Corporate Expenses (36,797 ) (26,959 ) (12,199 ) $ 72,964 $ 48,085 $ (70,417 ) Depreciation and Amortization Residential Products $ 9,297 $ 9,967 $ 10,699 Industrial and Infrastructure Products 8,237 12,108 13,910 Renewable Energy and Conservation 6,203 7,811 — Unallocated Corporate Expenses 377 662 823 $ 24,114 $ 30,548 $ 25,432 Total assets Residential Products $ 331,975 $ 363,339 $ 394,092 Industrial and Infrastructure Products 225,691 273,987 308,150 Renewable Energy and Conservation 207,241 215,211 — Unallocated Corporate 153,338 37,235 108,229 $ 918,245 $ 889,772 $ 810,471 Capital expenditures Residential Products $ 5,182 $ 3,328 $ 12,731 Industrial and Infrastructure Products 2,060 4,846 10,425 Renewable Energy and Conservation 3,160 3,871 — Unallocated Corporate Expenses 377 328 135 $ 10,779 $ 12,373 $ 23,291 Net sales by region or origin and long-lived assets by region of domicile for the years ended and as of December 31 are as follows (in thousands): 2016 2015 2014 Net sales North America $ 963,797 $ 968,414 $ 816,473 Europe 19,447 48,216 45,614 Asia 24,737 24,243 — Total $ 1,007,981 $ 1,040,873 $ 862,087 Long-lived assets North America $ 108,334 $ 110,571 $ 122,824 Europe 2,900 11,084 8,957 Asia 992 1,292 — Total $ 112,226 $ 122,947 $ 131,781 |
Supplemental Financial Informat
Supplemental Financial Information | 12 Months Ended |
Dec. 31, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Supplemental Financial Information | SUPPLEMENTAL FINANCIAL INFORMATION The following information sets forth the consolidating summary financial statements of the issuer (Gibraltar Industries, Inc.) and guarantors, which guarantee the Senior Subordinated 6.25% Notes due February 1, 2021, and the non-guarantors. The guarantors are 100% owned subsidiaries of the issuer and the guarantees are full, unconditional, joint and several. Investments in subsidiaries are accounted for by the parent using the equity method of accounting. The guarantor subsidiaries and non-guarantor subsidiaries are presented on a combined basis. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions. GIBRALTAR INDUSTRIES, INC. CONSOLIDATING STATEMENTS OF OPERATIONS YEAR ENDED DECEMBER 31, 2016 (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ — $ 950,945 $ 78,184 $ (21,148 ) $ 1,007,981 Cost of sales — 722,315 62,729 (21,825 ) 763,219 Gross profit — 228,630 15,455 677 244,762 Selling, general, and administrative expense 14,302 137,867 9,454 — 161,623 Intangible asset impairment — 7,980 2,195 — 10,175 (Loss) income from operations (14,302 ) 82,783 3,806 677 72,964 Interest expense (income) 13,609 1,042 (74 ) — 14,577 Other expense (income) 8,716 (12 ) (300 ) — 8,404 (Loss) income before taxes (36,627 ) 81,753 4,180 677 49,983 (Benefit of) provision for income taxes (11,768 ) 27,551 481 — 16,264 (Loss) income from continuing operations (24,859 ) 54,202 3,699 677 33,719 Discontinued operations: Loss before taxes — (70 ) — — (70 ) Benefit of income taxes — (26 ) — — (26 ) Loss from discontinued operations — (44 ) — — (44 ) Equity in earnings from subsidiaries 57,857 3,699 — (61,556 ) — Net income $ 32,998 $ 57,857 $ 3,699 $ (60,879 ) $ 33,675 GIBRALTAR INDUSTRIES, INC. CONSOLIDATING STATEMENTS OF OPERATIONS YEAR ENDED DECEMBER 31, 2015 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Net sales $ — $ 960,614 $ 109,984 $ (29,725 ) $ 1,040,873 Cost of sales — 785,085 94,949 (26,137 ) 853,897 Gross profit — 175,529 15,035 (3,588 ) 186,976 Selling, general, and administrative expense 133 116,529 17,366 — 134,028 Intangible asset impairment — 4,863 — — 4,863 (Loss) income from operations (133 ) 54,137 (2,331 ) (3,588 ) 48,085 Interest expense (income) 13,609 1,469 (75 ) — 15,003 Other expense (income) 50 (3,801 ) (267 ) — (4,018 ) (Loss) income before taxes (13,792 ) 56,469 (1,989 ) (3,588 ) 37,100 (Benefit of) provision for income taxes (4,427 ) 18,827 (776 ) — 13,624 (Loss) income from continuing operations (9,365 ) 37,642 (1,213 ) (3,588 ) 23,476 Discontinued operations: Loss before taxes — (44 ) — — (44 ) Benefit of income taxes — (16 ) — — (16 ) Loss from discontinued operations — (28 ) — — (28 ) Equity in earnings from subsidiaries 36,401 (1,213 ) — (35,188 ) — Net income (loss) $ 27,036 $ 36,401 $ (1,213 ) $ (38,776 ) $ 23,448 GIBRALTAR INDUSTRIES, INC. CONSOLIDATING STATEMENTS OF OPERATIONS YEAR ENDED DECEMBER 31, 2014 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Net sales $ — $ 792,078 $ 88,096 $ (18,087 ) $ 862,087 Cost of sales — 661,041 77,914 (16,913 ) 722,042 Gross profit — 131,037 10,182 (1,174 ) 140,045 Selling, general, and administrative expense 128 95,735 6,629 — 102,492 Intangible asset impairment — 107,970 — — 107,970 (Loss) income from operations (128 ) (72,668 ) 3,553 (1,174 ) (70,417 ) Interest expense (income) 13,568 995 (142 ) — 14,421 Other expense (income) 144 (328 ) 96 — (88 ) (Loss) income before taxes (13,840 ) (73,335 ) 3,599 (1,174 ) (84,750 ) (Benefit of) provision for income taxes (4,381 ) 753 670 — (2,958 ) (Loss) income from continuing operations (9,459 ) (74,088 ) 2,929 (1,174 ) (81,792 ) Discontinued operations: Loss before taxes — (51 ) — — (51 ) Benefit of income taxes — (19 ) — — (19 ) Loss from discontinued operations — (32 ) — — (32 ) Equity in earnings from subsidiaries (71,191 ) 2,929 — 68,262 — Net (loss) income $ (80,650 ) $ (71,191 ) $ 2,929 $ 67,088 $ (81,824 ) GIBRALTAR INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEAR ENDED DECEMBER 31, 2016 (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net income $ 32,998 $ 57,857 $ 3,699 $ (60,879 ) $ 33,675 Other comprehensive income: Foreign currency translation adjustment — — 6,945 — 6,945 Adjustment to retirement benefit liability, net of tax — 55 — — 55 Adjustment to post-retirement healthcare benefit liability, net of tax — 695 — — 695 Other comprehensive income — 750 6,945 — 7,695 Total comprehensive income $ 32,998 $ 58,607 $ 10,644 $ (60,879 ) $ 41,370 GIBRALTAR INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) YEAR ENDED DECEMBER 31, 2015 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Net income (loss) $ 27,036 $ 36,401 $ (1,213 ) $ (38,776 ) $ 23,448 Other comprehensive (loss) income: Foreign currency translation adjustment — — (6,228 ) — (6,228 ) Unrealized loss on cash flow hedges, net of tax — 143 — — 143 Adjustment to retirement benefit liability, net of tax — 34 15 — 49 Adjustment to post-retirement healthcare benefit liability, net of tax — 171 — — 171 Other comprehensive (loss) income — 348 (6,213 ) — (5,865 ) Total comprehensive income (loss) $ 27,036 $ 36,749 $ (7,426 ) $ (38,776 ) $ 17,583 GIBRALTAR INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS YEAR ENDED DECEMBER 31, 2014 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Net (loss) income $ (80,650 ) $ (71,191 ) $ 2,929 $ 67,088 $ (81,824 ) Other comprehensive (loss) income: Foreign currency translation adjustment — — (4,364 ) — (4,364 ) Adjustment to retirement benefit liability, net of tax — 3 (27 ) — (24 ) Adjustment to post-retirement healthcare benefit liability, net of tax — (1,435 ) — — (1,435 ) Unrealized loss on cash flow hedges, net of tax — (143 ) — — (143 ) Other comprehensive loss — (1,575 ) (4,391 ) — (5,966 ) Total comprehensive loss $ (80,650 ) $ (72,766 ) $ (1,462 ) $ 67,088 $ (87,790 ) GIBRALTAR INDUSTRIES, INC. CONSOLIDATING BALANCE SHEETS DECEMBER 31, 2016 (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Assets Current assets: Cash and cash equivalents $ — $ 143,826 $ 26,351 $ — $ 170,177 Accounts receivable, net — 117,526 6,546 — 124,072 Intercompany balances (615 ) 6,152 (5,537 ) — — Inventories — 85,483 4,129 — 89,612 Other current assets 13,783 (10,070 ) 3,623 — 7,336 Total current assets 13,168 342,917 35,112 — 391,197 Property, plant, and equipment, net — 104,642 3,662 — 108,304 Goodwill — 282,300 21,732 — 304,032 Acquired intangibles — 101,520 9,270 — 110,790 Other assets — 3,922 — — 3,922 Investment in subsidiaries 663,118 58,477 — (721,595 ) — $ 676,286 $ 893,778 $ 69,776 $ (721,595 ) $ 918,245 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ 66,363 $ 3,581 $ — $ 69,944 Accrued expenses 7,369 60,004 3,019 — 70,392 Billings in excess of cost — 9,301 2,051 — 11,352 Current maturities of long-term debt — 400 — — 400 Total current liabilities 7,369 136,068 8,651 — 152,088 Long-term debt 208,037 1,200 — — 209,237 Deferred income taxes — 35,354 2,648 — 38,002 Other non-current liabilities — 58,038 — — 58,038 Shareholders’ equity 460,880 663,118 58,477 (721,595 ) 460,880 $ 676,286 $ 893,778 $ 69,776 $ (721,595 ) $ 918,245 GIBRALTAR INDUSTRIES, INC. CONSOLIDATING BALANCE SHEETS DECEMBER 31, 2015 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Assets Current assets: Cash and cash equivalents $ — $ 39,597 $ 29,261 $ — $ 68,858 Accounts receivable, net — 142,674 22,295 — 164,969 Intercompany balances 15,023 12,033 (27,056 ) — — Inventories — 99,132 7,926 — 107,058 Other current assets 4,535 2,957 3,045 — 10,537 Total current assets 19,558 296,393 35,471 — 351,422 Property, plant, and equipment, net — 106,413 12,519 — 118,932 Goodwill — 270,017 22,373 — 292,390 Acquired intangibles — 111,734 11,279 — 123,013 Other assets — 4,015 — — 4,015 Investment in subsidiaries 603,208 54,792 — (658,000 ) — $ 622,766 $ 843,364 $ 81,642 $ (658,000 ) $ 889,772 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ 81,551 $ 7,653 $ — $ 89,204 Accrued expenses 5,127 55,363 7,115 — 67,605 Billings in excess of cost — 20,548 7,638 — 28,186 Current maturities of long-term debt — 400 — — 400 Total current liabilities 5,127 157,862 22,406 — 185,395 Long-term debt 207,553 1,329 — — 208,882 Deferred income taxes — 38,763 3,891 — 42,654 Other non-current liabilities — 42,202 553 — 42,755 Shareholders’ equity 410,086 603,208 54,792 (658,000 ) 410,086 $ 622,766 $ 843,364 $ 81,642 $ (658,000 ) $ 889,772 GIBRALTAR INDUSTRIES, INC. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS DECEMBER 31, 2016 (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Cash Flows from Operating Activities Net cash (used in) provided by operating activities $ (34,243 ) $ 139,641 $ 17,340 $ — $ 122,738 Cash Flows from Investing Activities Purchases of property, plant, and equipment — (10,321 ) (458 ) — (10,779 ) Acquisitions, net of cash acquired — (23,412 ) — — (23,412 ) Net proceeds from sale of property and equipment — 230 723 — 953 Net proceeds from sale of business — — 8,250 — 8,250 Other, net — 1,118 — — 1,118 Net cash (used in) provided by investing activities — (32,385 ) 8,515 — (23,870 ) Cash Flows from Financing Activities Long-term debt payments — (400 ) — — (400 ) Payment of debt issuance costs — (54 ) — — (54 ) Purchase of treasury stock at market prices (1,539 ) — — — (1,539 ) Intercompany financing 31,192 (2,573 ) (28,619 ) — — Excess tax benefit from stock compensation 1,249 — — — 1,249 Net proceeds from issuance of common stock 3,341 — — — 3,341 Net cash provided by (used in) financing activities 34,243 (3,027 ) (28,619 ) — 2,597 Effect of exchange rate changes on cash — — (146 ) — (146 ) Net increase (decrease) in cash and cash equivalents — 104,229 (2,910 ) — 101,319 Cash and cash equivalents at beginning of year — 39,597 29,261 — 68,858 Cash and cash equivalents at end of year $ — $ 143,826 $ 26,351 $ — $ 170,177 GIBRALTAR INDUSTRIES, INC. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS DECEMBER 31, 2015 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Cash Flows from Operating Activities Net cash (used in) provided by operating activities $ (13,309 ) $ 94,440 $ 5,553 $ — $ 86,684 Cash Flows from Investing Activities Purchases of property, plant, and equipment — (11,754 ) (619 ) — (12,373 ) Cash paid for acquisitions, net of cash acquired — (114,145 ) (26,476 ) — (140,621 ) Net proceeds from sale of property and equipment — 26,500 — — 26,500 Other, net — 1,154 — — 1,154 Net cash used in investing activities — (98,245 ) (27,095 ) — (125,340 ) Cash Flows from Financing Activities Long-term debt payments — (73,642 ) — — (73,642 ) Proceeds from long-term debt — 73,242 — — 73,242 Payment of debt issuance costs — (1,166 ) — — (1,166 ) Purchase of treasury stock at market prices (956 ) — — — (956 ) Intercompany financing 11,927 (46,498 ) 34,571 — — Excess tax benefit from stock compensation 537 — — — 537 Net proceeds from issuance of common stock 1,801 — — — 1,801 Net cash provided by (used in) financing activities 13,309 (48,064 ) 34,571 — (184 ) Effect of exchange rate changes on cash — — (2,912 ) — (2,912 ) Net (decrease) increase in cash and cash equivalents — (51,869 ) 10,117 — (41,752 ) Cash and cash equivalents at beginning of year — 91,466 19,144 — 110,610 Cash and cash equivalents at end of year $ — $ 39,597 $ 29,261 $ — $ 68,858 GIBRALTAR INDUSTRIES, INC. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS DECEMBER 31, 2014 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Cash Flows from Operating Activities Net cash (used in) provided by operating activities of continuing operations $ (13,437 ) $ 40,820 $ 5,200 $ — $ 32,583 Net cash used in operating activities of discontinued operations — (41 ) — — (41 ) Net cash (used in) provided by operating activities (13,437 ) 40,779 5,200 — 32,542 Cash Flows from Investing Activities Other investing activities — 277 — — 277 Purchases of property, plant, and equipment — (19,286 ) (4,005 ) — (23,291 ) Net proceeds from sale of property and equipment — 5,989 3 — 5,992 Net cash used in investing activities — (13,020 ) (4,002 ) — (17,022 ) Cash Flows from Financing Activities Long-term debt payments — (407 ) — — (407 ) Payment of debt issuance costs — (35 ) — — (35 ) Purchase of treasury stock at market prices (575 ) — — — (575 ) Intercompany financing 13,317 (11,707 ) (1,610 ) — — Tax benefit from equity compensation 100 — — — 100 Net proceeds from issuance of common stock 595 — — — 595 Net cash provided by (used in) financing activities 13,437 (12,149 ) (1,610 ) — (322 ) Effect of exchange rate changes on cash — — (1,627 ) — (1,627 ) Net increase (decrease) in cash and cash equivalents — 15,610 (2,039 ) — 13,571 Cash and cash equivalents at beginning of year — 75,856 21,183 — 97,039 Cash and cash equivalents at end of year $ — $ 91,466 $ 19,144 $ — $ 110,610 |
Quarterly Unaudited Financial D
Quarterly Unaudited Financial Data | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY UNAUDITED FINANCIAL DATA | QUARTERLY UNAUDITED FINANCIAL DATA GIBRALTAR INDUSTRIES, INC. QUARTERLY UNAUDITED FINANCIAL DATA (in thousands, except per share data) 2016 Quarters Ended March 31 June 30 September 30 December 31 Total Net sales $ 237,671 $ 265,738 $ 272,734 $ 231,838 $ 1,007,981 Gross profit $ 54,150 $ 68,843 $ 67,887 $ 53,882 $ 244,762 Income from operations $ 17,601 $ 28,416 $ 26,363 $ 584 $ 72,964 Interest expense $ 3,691 $ 3,666 $ 3,625 $ 3,595 $ 14,577 Net income (loss) from continuing operations $ 9,029 $ 18,612 $ 13,786 $ (7,708 ) $ 33,719 Net loss from discontinued operations $ — $ — $ — $ (44 ) $ (44 ) Total net income (loss) $ 9,029 $ 18,612 $ 13,786 $ (7,752 ) $ 33,675 Income (loss) per share from continuing operations: Basic $ 0.29 $ 0.59 $ 0.44 $ (0.24 ) $ 1.07 Diluted $ 0.28 $ 0.58 $ 0.43 $ (0.24 ) $ 1.05 Loss per share from discontinued operations: Basic $ — $ — $ — $ — $ — Diluted $ — $ — $ — $ — $ — For the quarters ended March 31, 2016 and June 30, 2016 presented in the table above, immaterial differences were identified between amounts as presented and amounts required to be recorded in accordance with U.S. generally accepted accounting principles due to errors in the Company's accounting for estimated total contract costs at completion as it is related to revenue recognition under the percentage of completion accounting method. Refer to the Company's Quarterly Report, Form 10-Q, for the quarter ended September 30, 2016 for a complete description of these differences. These differences will be corrected in the Company's future filings. For the quarter ended December 31, 2016 presented in the table above, the net loss from continuing operations includes $4.8 million of income tax expense to correct a discrete tax benefit recorded during the three months ended June 30, 2016 resulting from the sale of its European industrial manufacturing business to a third party. 2015 Quarters Ended March 31 June 30 September 30 December 31 Total Net sales $ 200,615 $ 253,171 $ 304,994 $ 282,093 $ 1,040,873 Gross profit $ 29,915 $ 44,119 $ 61,396 $ 51,546 $ 186,976 Income from operations $ 8,970 $ 11,201 $ 23,394 $ 4,520 $ 48,085 Interest expense $ 3,700 $ 3,811 $ 3,878 $ 3,614 $ 15,003 Net income from continuing operations $ 5,537 $ 4,087 $ 13,632 $ 220 $ 23,476 Net loss from discontinued operations $ (28 ) $ — $ — $ — $ (28 ) Total net income $ 5,509 $ 4,087 $ 13,632 $ 220 $ 23,448 Income per share from continuing operations: Basic $ 0.18 $ 0.13 $ 0.44 $ 0.01 $ 0.75 Diluted $ 0.18 $ 0.13 $ 0.43 $ 0.01 $ 0.74 Loss per share from discontinued operations: Basic $ — $ — $ — $ — $ — Diluted $ — $ — $ — $ — $ — |
Subsequent Events (Notes)
Subsequent Events (Notes) | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On February 6, 2017, the Company completed the sale of substantially all of its US bar grating product line assets to a third party. The Company had previously announced, on December 2, 2016, its intentions to exit its US bar grating product line as part of its portfolio management initiative. The assets sold, a part of our Industrial and Infrastructure Products segment, were comprised of inventory and fixed assets with carrying values of $7,000,000 and $7,700,000 , respectively. |
Summary of Significant Accoun32
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Principles of consolidation | Principles of consolidation The consolidated financial statements include the accounts of Gibraltar Industries, Inc. and subsidiaries (the "Company"). All significant intercompany accounts and transactions have been eliminated in consolidation. |
Use of estimates | Use of estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. |
Revenue recognition | Revenue recognition The majority of the Company's revenue is recognized when products are shipped or service is provided, the customer takes ownership and assumes the risk of loss, collection of the corresponding receivable is probable, persuasive evidence of an arrangement exists, and the sales price is fixed or determinable. Sales returns, allowances, and customer incentives, including rebates, are treated as reductions to sales and are provided for based on historical experience and current estimates. Revenues representing 25.8% and 16.7% of sales for the years ended December 31, 2016 and 2015, respectively, was recognized under the percentage of completion accounting method as calculated by the cost-to-cost measurement method on contracts. No revenue in 2014 was recognized under the percentage of completion method. The recognition of revenue under this method is utilized by RBI Solar, Inc., Rough Brothers Manufacturing, Inc., and affiliates (collectively "RBI") which was acquired on June 9, 2015. Revenue from contracts using the percentage of completion method of accounting is recognized as work progresses toward completion as determined by the ratio of cumulative costs incurred to date to estimated total contract costs at completion, multiplied by the total contract revenue. Changes in estimates affecting sales, costs and profits are recognized in the period in which the change becomes known using the cumulative catch-up method of accounting, resulting in the cumulative effect of changes reflected in the period. Estimates are reviewed and updated quarterly for all contracts. A significant change in an estimate on one or more contracts could have a material effect on our results of operations. Contract costs include all direct costs related to contract performance. Selling and administrative expenses are charged to operations as incurred. Provisions for estimated losses on uncompleted contracts are recognized in the period in which such losses are determined. Because of inherent uncertainties in estimating costs, it is reasonably possible that changes in performance could result in revisions to cost and revenue, which are recognized in the period when the revisions are determined. |
Cash and cash equivalents | Cash and cash equivalents All highly liquid investments with a maturity of three months or less are considered cash equivalents. |
Accounts receivable | Accounts receivable and allowance for doubtful accounts Accounts receivable are composed of trade and contract receivables recorded at either the invoiced amount or costs in excess of billings, are expected to be collected within one year, and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the probable amount of uncollectible accounts in the Company’s existing accounts receivable. The Company determines the allowance based on a number of factors, including historical experience, credit worthiness of customers, and current market and economic conditions. The Company reviews the allowance for doubtful accounts on a regular basis. Account balances are charged against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The following table summarizes activity recorded within the allowance for doubtful accounts balances for the years ended December 31 (in thousands): 2016 2015 2014 Beginning balance $ 4,868 $ 4,280 $ 4,774 Bad debt expense 2,519 1,404 1,095 Accounts written off and other adjustments (2,115 ) (816 ) (1,589 ) Ending balance $ 5,272 $ 4,868 $ 4,280 Concentrations of credit risk on accounts receivable are limited to those from significant customers that are believed to be financially sound. As of December 31, 2016, the Company's most significant customer included a home improvement retailer. As of December 31, 2015, the Company's two most significant customers included a home improvement retailer and a postal authority. The home improvement retailer purchases from the Residential Products and Renewable Energy and Conservation segments. |
Inventories | Inventories Inventories are valued at the lower of cost, determined using the first-in, first-out method, or net realizable value. Shipping and handling costs are recognized as a component of cost of sales. |
Property, plant, and equipment | Property, plant, and equipment Property, plant, and equipment are stated at cost and depreciated over their estimated useful lives using the straight-line method. Interest is capitalized in connection with construction of qualified assets. Expenditures that exceed an established dollar threshold and that extend the useful lives of assets are capitalized, while repair and maintenance costs are expensed as incurred. The estimated useful lives of land improvements, buildings, and building improvements are 15 to 40 years, while the estimated useful lives for machinery and equipment are 3 to 20 years. |
Acquisition related assets and liabilities | Acquisition related assets and liabilities Accounting for the acquisition of a business as a purchase transaction requires an allocation of the purchase price to the assets acquired and the liabilities assumed in the transaction at their respective estimated fair values. The most complex estimations of individual fair values are those involving long-lived assets, such as property, plant, and equipment and intangible assets. The Company uses all available information to make these fair value determinations and, for major business acquisitions, engages independent valuation specialists to assist in the fair value determination of the acquired long-lived assets. |
Goodwill and other intangible assets | Goodwill and other intangible assets The Company tests goodwill for impairment at the reporting unit level on an annual basis at October 31, or more frequently if an event occurs, or circumstances change, that indicate that the fair value of a reporting unit could be below its carrying value. The reporting units are at the component level, or one level below the operating segment level. Goodwill is assigned to each reporting unit as of the date the reporting unit is acquired and based upon the expected synergies of the acquisition. The Company may elect to perform a qualitative assessment that considers economic, industry and company-specific factors for some or all of our selected reporting units. If, after completing the assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company proceeds to a quantitative test. The Company may also elect to perform a quantitative test instead of a qualitative test for any or all of the Company's reporting units. The quantitative impairment test consists of comparing the fair value of a reporting unit, determined using two valuation techniques, to its carrying value. If the carrying value of the reporting unit exceeds its fair value, goodwill is considered impaired and any loss must be measured. The Company also tests its indefinite-lived intangible assets for impairment on an annual basis as of October 31, or more frequently if an event occurs, or circumstances change, that indicate that the fair value of an indefinite-lived intangible asset could be below its carrying value. The impairment test consists of comparing the fair value of the indefinite-lived intangible asset, determined using discounted cash flows on a relief-from-royalty basis, with its carrying amount. An impairment loss would be recognized for the carrying amount in excess of its fair value. Acquired identifiable intangible assets are recorded at cost. Identifiable intangible assets with finite useful lives are amortized over their estimated useful lives. |
Impairment of long-lived assets | Impairment of long-lived assets Long-lived assets, including acquired identifiable intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of those assets may not be recoverable. In specific situations, when the Company has selected individual assets to be sold or scrapped, the Company obtains market value data for those specific assets and measures and records the impairment loss based on such data. Otherwise, the Company uses undiscounted cash flows to determine whether impairment exists and measures any impairment loss by approximating fair value using acceptable valuation techniques, including discounted cash flow models and third-party appraisals. The Company recognized impairment charges related to intangible assets during the years ended December 31, 2016, 2015 and 2014. In addition, the Company recognized a number of impairment charges related to restructuring plans during the three year period ended December 31, 2016 as described in Note 15 of the consolidated financial statements. |
Deferred charges | Deferred charges Deferred charges associated with initial costs incurred to enter into new debt arrangements are included as a component of long-term debt and are amortized as a part of interest expense over the terms of the associated debt agreements. Portions of these deferred financing charges were written off as a result of entering into amended and restated credit agreements and the redemption and reissuance of bonds as discussed in Note 8 of the consolidated financial statements. |
Advertising | Advertising The Company expenses advertising costs as incurred. |
Foreign currency transactions and translation | Foreign currency transactions and translation The assets and liabilities of the Company’s foreign subsidiaries are translated into U.S. dollars at the rate of exchange in effect at the balance sheet date. Income and expense items are translated at the average exchange rates prevailing during the period. |
Income taxes | Income taxes The provision for income taxes is determined using the asset and liability approach. Under this approach, deferred income taxes represent the expected future tax consequences of temporary differences between the carrying amounts and tax basis of assets and liabilities. The Company records a valuation allowance to reduce deferred tax assets when uncertainty exists regarding their realization. |
Equity-based compensation | Equity-based compensation The Company measures the cost of equity-based compensation based on grant date fair value and recognizes the cost over the period in which the employee is required to provide service in exchange for the award. Equity-based compensation consists of grants of stock options, deferred stock units, restricted stock, restricted stock units, and performance stock units. Equity-based compensation expense is included as a component of selling, general, and administrative expenses. The Company’s equity-based compensation plans are discussed in more detail in Note 12 of the consolidated financial statements. |
Derivatives and hedging | Derivatives and hedging The Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivative instruments that hedge a forecasted transaction or the variability of cash flows related to a recognized asset or liability are designated as a cash flow hedge. Hedge accounting generally provides matching the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the earnings effect of the hedged forecasted transactions in a cash flow hedge. Although certain of the Company's derivative financial instruments do not qualify or are not accounted for under hedge accounting, the Company does not hold or issue derivative financial instruments for trading or speculative purposes. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges of foreign exchange risk is recorded in other comprehensive income and is subsequently reclassified into earnings and reported in revenue in the period that the hedged forecasted transaction affects earnings. Any ineffective portion of the change in fair value of the derivative is recognized directly into earnings in other (income) expense. The Company's policy is to de-designate cash flow hedges at the time forecasted transactions are recognized as assets or liabilities on the balance sheet and report subsequent changes in fair value through the other (income) expense line on our statement of operations where the gain or loss due to movements in currency rates on the underlying asset or liability is revalued. If it becomes probable that the originally forecasted transaction will not occur, the gain or loss related to the hedge recorded within accumulated other comprehensive income is immediately recognized into net income. |
Recent accounting pronouncements | Recent accounting pronouncements Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2014-09 Revenue from Contracts with Customers (Topic 606) And All Related ASUs The standard requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also requires additional disclosures about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and assets recognized from costs incurred to obtain or fulfill a contract. The provisions of the standard, as well as all subsequently issued clarifications to the standard, are effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. The standard can be adopted using either a full retrospective or modified retrospective approach. The Company currently believes the most significant impact relates to the revenue recognition for custom fabricated products within the Company's Industrial and Infrastructure Products segment. Under this standard, the Company expects custom fabricated products in the Industrial and Infrastructure Products segment to recognize revenue on an over time basis, which is a change from our current revenue recognition policy of point-in-time basis. The Company expects revenue recognition related to the remaining Industrial and Infrastructure Products segment, Residential Products segment and Renewable Energy and Conservation segment to remain substantially unchanged upon adoption of this standard. The Company has identified and is in the process of implementing appropriate changes to the Company's business processes, systems and internal controls to support recognition and disclosure under this standard. The transition method to be adopted by the Company is still currently being evaluated. The Company has not yet completed the process of quantifying the effects of any changes that will result from adoption. Date of adoption: Q1 2018 ASU No. 2014-15 Presentation of Financial Statements — Going Concern The standard requires management to evaluate whether there are conditions and events that raise substantial doubt about an entity’s ability to continue as a going concern. The provisions of the standard are effective for fiscal years beginning after December 15, 2016. Early adoption is permitted. The Company adopted this standard and it did not have any impact of the Company's consolidated financial statements. ASU No. 2015-11 Inventory (Topic 330) The standard requires measurement of inventory as the lower of cost and net realizable value. The provisions of the standard are effective for fiscal years beginning after December 15, 2016. Early adoption is permitted, and may be applied prospectively. The Company adopted this standard and it did not have any impact of the Company's consolidated financial statements. Date of adoption: Q4 2016 ASU No. 2016-02 Leases (Topic 842) The standard requires lessees to recognize a lease liability and a right-of-use asset on the balance sheet. The provisions of the standard are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the requirements of this standard and has not yet determined its impact on the Company's consolidated financial statements. Date of adoption: Q1 2019 ASU No. 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting The standard simplifies the accounting for share-based payment award transactions including: income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. The provisions of this standard are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted. The Company has determined this standard will not have a material impact on the Company's consolidated financial statements. Date of adoption: Q1 2017 ASU No. 2016-15 Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments The standard provides guidance on eight specific cash flow issues to reduce diversity in reporting. The provisions of this standard are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the requirements of this standard and has not yet determined its impact on the Company's consolidated financial statements. Date of adoption: Q1 2018 ASU No. 2016-16 Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory The standard allows an entity to recognize income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The provisions of this standard are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period for which financial statements (interim or annual) have not been issued or made available for issuance. The Company is currently evaluating the requirements of this standard and has not yet determined its impact on the Company's consolidated financial statements. Date of adoption: Q1 2018 ASU No. 2017-04 Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment The standard eliminates the "Step 2" analysis to determine the amount of impairment realized when a reporting unit's carrying amount exceeds its fair value in its "Step 1" analysis of accounting for impairment of goodwill. The impairment charge would be the amount determined in "Step 1." The provisions of this standard are effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company has determined this standard will not have a material impact on the Company's consolidated financial statements. Date of Adoption: Q1 2017 |
Summary of Significant Accoun33
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary Of Activity Recorded Within The Allowance For Doubtful Accounts | The following table summarizes activity recorded within the allowance for doubtful accounts balances for the years ended December 31 (in thousands): 2016 2015 2014 Beginning balance $ 4,868 $ 4,280 $ 4,774 Bad debt expense 2,519 1,404 1,095 Accounts written off and other adjustments (2,115 ) (816 ) (1,589 ) Ending balance $ 5,272 $ 4,868 $ 4,280 |
Summary Of Interest Capitalized And Depreciation Expense | The table below sets forth the amount of interest capitalized and depreciation expense recognized during the years ended December 31 (in thousands): 2016 2015 2014 Capitalized interest $ 138 $ 166 $ 420 Depreciation expense $ 14,477 $ 17,869 $ 19,712 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable at December 31 consisted of the following (in thousands): 2016 2015 Trade accounts receivable $ 81,193 $ 102,277 Contract receivables: Amounts billed 41,569 53,830 Costs in excess of billings 6,582 13,730 Total contract receivables 48,151 67,560 Total accounts receivables 129,344 169,837 Less allowance for doubtful accounts (5,272 ) (4,868 ) Accounts receivable $ 124,072 $ 164,969 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories at December 31 consisted of the following (in thousands): 2016 2015 Raw material $ 41,758 $ 47,117 Work-in-process 12,268 16,238 Finished goods 35,586 43,703 Total inventories $ 89,612 $ 107,058 |
Summary of Activity within the Reserve for Excess, Obsolete, and Slow Moving Inventory | The following table summarizes activity recorded within the reserve for excess, obsolete and slow moving inventory for the years ended December 31 (in thousands): 2016 2015 2014 Beginning balance $ 7,428 $ 5,575 $ 5,570 Excess, obsolete and slow moving inventory expense (239 ) 1,539 731 Scrapped inventory and other adjustments (3,388 ) 314 (726 ) Ending balance $ 3,801 $ 7,428 $ 5,575 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Plant, and Equipment | Components of property, plant, and equipment at December 31 consisted of the following (in thousands): 2016 2015 Land and land improvements $ 7,102 $ 6,520 Building and improvements 50,283 47,775 Machinery and equipment 212,774 234,336 Construction in progress 2,202 4,112 Property, plant, and equipment, gross 272,361 292,743 Less: accumulated depreciation (164,057 ) (173,811 ) Property, plant, and equipment, net $ 108,304 $ 118,932 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Schedule of Allocation of the Purchase Price Consideration of the Fair Value of Assets Acquired and Liabilities Assumed | The allocation of the purchase consideration to the fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands): Cash $ 4,651 Working capital 21,436 Property, plant, and equipment 12,797 Acquired intangible assets 56,392 Other assets 3,049 Deferred income taxes (4,892 ) Other liabilities (3,028 ) Goodwill 57,180 Fair value of purchase consideration $ 147,585 The allocation of the preliminary purchase consideration to the fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands): Cash $ 2,495 Working capital (1,109 ) Property, plant, and equipment 4,702 Acquired intangible assets 6,200 Other assets 23 Goodwill 12,283 Fair value of purchase consideration $ 24,594 |
Schedule of Acquired Intangible Assets | The intangible assets acquired in this acquisition consisted of the following (in thousands): Fair Value Estimated Trademarks $ 3,200 Indefinite Technology 1,300 15 years Customer relationships 800 11 years Backlog 900 0.25 years Total $ 6,200 The intangible assets acquired in this acquisition consisted of the following (in thousands): Fair Value Estimated Trademarks $ 13,550 Indefinite Technology 3,550 7-15 years Customer relationships 32,892 11-17 years Non-compete agreements 1,300 5 years Backlog 5,100 0.5 years Total $ 56,392 |
Pro Forma Information | The pro forma amounts may not be indicative of the results that actually would have been achieved had the acquisitions occurred as of January 1, 2014 and are not necessarily indicative of future results of the combined companies (in thousands, except per share data): Twelve Months Ended December 31, 2015 2014 Net sales $ 1,128,915 $ 1,026,014 Net income (loss) $ 33,587 $ (46,714 ) Net income (loss) per share - Basic $ 1.08 $ (1.50 ) Net income (loss) per share - Diluted $ 1.06 $ (1.50 ) |
Schedule of Business Combination Costs | All acquisition related costs consisted of the following for the years ended December 31 (in thousands): 2016 2015 2014 Selling, general and administrative costs $ 228 $ 732 $ (1,594 ) Cost of sales 81 230 206 Total acquisition related costs $ 309 $ 962 $ (1,388 ) |
Goodwill and Related Intangib38
Goodwill and Related Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the years ended December 31 were as follows (in thousands): Residential Products Industrial and Infrastructure Products Renewable Energy and Conservation Total Balance at December 31, 2014 $ 181,285 $ 54,759 $ — $ 236,044 Acquired goodwill — — 57,180 57,180 Foreign currency translation — (1,055 ) 221 (834 ) Balance at December 31, 2015 $ 181,285 $ 53,704 $ 57,401 $ 292,390 Acquired goodwill — — 12,283 12,283 Impairment — — (929 ) (929 ) Foreign currency translation — 180 108 288 Balance at December 31, 2016 $ 181,285 $ 53,884 $ 68,863 $ 304,032 |
Schedule of Goodwill Impairment Tests | The following table summarizes the WACC calculation ranges used during the annual goodwill impairment tests performed during 2016 and 2015 : Residential and I&I Products Segments Renewable Energy & Conservation Segment All Reporting Units Greenhouse Reporting Unit Solar Reporting Unit Date of Impairment Test WACC WACC WACC October 31, 2016 12.4% to 13.0% 15.1% 16.1% October 31, 2015 11.3% to 13.1% *nmf *nmf *nmf - For the October 31, 2015 annual impairment test, the Company performed a qualitative test vs. a quantitative test for goodwill impairment purposes. Therefore, a WACC percentage was not calculated for these reporting units. |
Schedule of Acquired Intangible Assets | Acquired intangible assets consist of the following (in thousands): December 31, 2016 December 31, 2015 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Estimated Useful Life Indefinite-lived intangible assets: Trademarks $ 44,720 $ — $ 50,538 $ — Indefinite Finite-lived intangible assets: Trademarks 5,808 2,427 5,861 1,884 5 to 15 Years Unpatented technology 26,720 10,041 28,072 10,656 5 to 20 Years Customer relationships 78,569 33,585 85,419 35,673 5 to 17 Years Non-compete agreements 1,649 623 3,107 1,771 4 to 10 Years Backlog 900 900 6,480 6,480 .5 to 2 Years 113,646 47,576 128,939 56,464 Total acquired intangible assets $ 158,366 $ 47,576 $ 179,477 $ 56,464 |
Schedule of Acquired Intangible Asset Amortization Expense | The following table summarizes the impairment charges for the years ended December 31 (in thousands): 2016 2015 2014 Indefinite-lived intangibles Definite-lived intangibles Indefinite-lived intangibles Definite-lived intangibles Indefinite-lived intangibles Definite-lived intangibles Residential Products $ — $ — $ 440 $ — $ 1,200 $ — Industrial and Infrastructure Products 7,980 — 4,423 — 1,500 705 Renewable Energy and Conservation 1,068 198 — — — — Impairment charges $ 9,048 $ 198 $ 4,863 $ — $ 2,700 $ 705 |
Schedule of Intangible Assets Amortization Expense | The following table summarizes amortization expense for the years ended December 31 (in thousands): 2016 2015 2014 Amortization expense $ 9,637 $ 12,679 $ 5,720 |
Schedule of Amortization Expense | Amortization expense related to acquired intangible assets for the next five years ended December 31 is estimated as follows (in thousands): 2017 $ 8,500 2018 $ 7,945 2019 $ 7,273 2020 $ 6,760 2021 $ 6,159 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Expenses | Accrued expenses at December 31 consist of the following (in thousands): 2016 2015 Compensation $ 27,669 $ 22,215 Interest and taxes 13,102 11,742 Customer rebates 10,303 9,733 Insurance 7,584 9,057 Acquisition payable 1,000 2,314 Other 10,734 12,544 Total accrued expenses $ 70,392 $ 67,605 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Long-term Debt, Unclassified [Abstract] | |
Schedule of Long-Term Debt | Long-term debt at December 31 consists of the following (in thousands): 2016 2015 Senior Subordinated 6.25% Notes $ 210,000 $ 210,000 Other debt 2,800 3,200 Less unamortized debt issuance costs (3,163 ) (3,918 ) Total debt 209,637 209,282 Less current maturities 400 400 Total long-term debt $ 209,237 $ 208,882 |
Schedule of Aggregate Maturities of Long-Term Debt | The aggregate maturities of long-term debt for the next five years and thereafter are as follows (in thousands): 2017 $ 400 2018 $ 400 2019 $ 400 2020 $ 400 2021 $ 210,400 Thereafter $ 800 |
Schedule of Cash Paid for Interest | Total cash paid for interest in the years ended December 31 was (in thousands): 2016 2015 2014 Cash paid for interest $ 13,906 $ 15,374 $ 13,864 |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Schedule of Funded Status | The following table presents the changes in the plan’s projected benefit obligation, fair value of plan assets, and funded status for the years ended December 31 (in thousands): 2016 2015 2014 Projected benefit obligation at January 1 $ 1,685 $ 1,961 $ 2,179 Interest cost 59 66 88 Actuarial losses (gains) 5 (39 ) 9 Benefits paid (372 ) (303 ) (315 ) Projected benefit obligation at December 31 1,377 1,685 1,961 Fair value of plan assets — — — Under funded status (1,377 ) (1,685 ) (1,961 ) Unamortized prior service cost 4 10 24 Unrecognized actuarial gain (200 ) (218 ) (179 ) Net amount recognized $ (1,573 ) $ (1,893 ) $ (2,116 ) |
Schedule of Defined Benefit Plan, Amounts Recognized in Consolidated Financial Statements | Amounts recognized in the consolidated financial statements consisted of (in thousands): Accrued pension liability: Current portion $ (360 ) $ (372 ) $ (395 ) Long term portion (1,016 ) (1,313 ) (1,566 ) Pre-tax accumulated other comprehensive income – retirement benefit liability adjustment (197 ) (208 ) (155 ) Net amount recognized $ (1,573 ) $ (1,893 ) $ (2,116 ) |
Components of Net Periodic Pension and Other Post-Retirement Benefit Costs Charged to Expense | Components of net periodic pension cost for the years ended December 31 were as follows (in thousands): 2016 2015 2014 Interest cost $ 59 $ 66 $ 88 Amortization of unrecognized prior service cost 6 14 15 Gain amortization (13 ) — — Net periodic pension cost $ 52 $ 80 $ 103 Assumptions used to calculate the benefit obligation: Discount rate 3.81 % 3.94 % 3.74 % |
Schedule of Expected Benefit Payments | Expected benefit payments from the plan for the years ended December 31 are as follows (in thousands): 2017 $ 360 2018 $ 327 2019 $ 228 2020 $ 137 2021 $ 100 Years 2022 - 2026 $ 392 |
Schedule of Multiemployer Plans | The Company’s participation in these plans for the year ended December 31, 2016 is outlined in the table below. The “EIN/ Pension Plan Number” column provides the Employee Identification Number (EIN) and three-digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act (PPA) zone status available in 2016 and 2015 is for the plan’s year ended December 31, 2015 and 2014 , respectively. The zone status is based on information that the Company received from the plans and is certified by the plans’ actuaries. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded, and plans in the green zone are at least 80% funded. EIN/ Pension PPA Zone Status Surcharge Pension Fund Plan Number 2015 2014 Imposed National Integrated Group Pension Plan 22-6190618-001 Red Red Yes Sheet Metal Workers’ National Pension Plan 52-6112463-001 Yellow Yellow Yes Sheet Metal Workers’ Pension Plan of Northern California 51-6115939-001 Red Red No |
Schedule of Contributions Made by the Company to Each Multiemployer Plan | The table below sets forth the contributions made by the Company to each multiemployer plan for the years ended December 31 (in thousands): Pension Fund 2016 2015 2014 National Integrated Group Pension Plan $ 218 $ 246 $ 233 Sheet Metal Workers’ National Pension Plan 50 56 61 Sheet Metal Workers’ Pension Plan of Northern California 28 31 35 $ 296 $ 333 $ 329 |
Schedule of Total Expense for All Retirement Plans | Total expense for all retirement plans for the years ended December 31 was (in thousands): 2016 2015 2014 $ 2,887 $ 2,934 $ 2,816 |
Other Postretirement Benefits (
Other Postretirement Benefits (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Changes in the Accumulated Postretirement Benefit Obligation | The following table presents the changes in the plan’s projected benefit obligation, fair value of plan assets, and funded status for the years ended December 31 (in thousands): 2016 2015 2014 Projected benefit obligation at January 1 $ 1,685 $ 1,961 $ 2,179 Interest cost 59 66 88 Actuarial losses (gains) 5 (39 ) 9 Benefits paid (372 ) (303 ) (315 ) Projected benefit obligation at December 31 1,377 1,685 1,961 Fair value of plan assets — — — Under funded status (1,377 ) (1,685 ) (1,961 ) Unamortized prior service cost 4 10 24 Unrecognized actuarial gain (200 ) (218 ) (179 ) Net amount recognized $ (1,573 ) $ (1,893 ) $ (2,116 ) |
Amounts Recognized in the Consolidated Financial Statements | Amounts recognized in the consolidated financial statements consisted of (in thousands): 2016 2015 2014 Accrued postretirement benefit liability Current portion $ (294 ) $ (368 ) $ (368 ) Long term portion (6,908 ) (7,781 ) (7,834 ) Pre-tax accumulated other comprehensive loss – unamortized post-retirement healthcare costs 3,150 4,251 4,521 Net amount recognized $ (4,052 ) $ (3,898 ) $ (3,681 ) |
Schedule of Net Periodic Pension and Other Post-Retirement Benefit Costs | Components of net periodic pension cost for the years ended December 31 were as follows (in thousands): 2016 2015 2014 Interest cost $ 59 $ 66 $ 88 Amortization of unrecognized prior service cost 6 14 15 Gain amortization (13 ) — — Net periodic pension cost $ 52 $ 80 $ 103 Assumptions used to calculate the benefit obligation: Discount rate 3.81 % 3.94 % 3.74 % |
Expected Benefit Payments from the Plan | Expected benefit payments from the plan for the years ended December 31 are as follows (in thousands): 2017 $ 360 2018 $ 327 2019 $ 228 2020 $ 137 2021 $ 100 Years 2022 - 2026 $ 392 |
Other Postretirement Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Changes in the Accumulated Postretirement Benefit Obligation | The following table presents the changes in the accumulated postretirement benefit obligation related to the Company’s unfunded postretirement healthcare benefits at December 31 (in thousands): 2016 2015 2014 Projected benefit obligation at January 1 $ 8,149 $ 8,202 $ 5,900 Service cost 22 26 16 Interest cost 272 300 255 Actuarial (gain) loss (923 ) (29 ) 2,387 Benefits paid, net of contributions (318 ) (350 ) (356 ) Projected benefit obligation at December 31 7,202 8,149 8,202 Fair value of plan assets — — — Under funded status (7,202 ) (8,149 ) (8,202 ) Unamortized prior service cost 471 515 559 Unrecognized actuarial loss 2,679 3,736 3,962 Net amount recognized $ (4,052 ) $ (3,898 ) $ (3,681 ) |
Schedule of Net Periodic Pension and Other Post-Retirement Benefit Costs | Components of net periodic postretirement benefit cost charged to expense for the years ended December 31 were as follows (in thousands): 2016 2015 2014 Service cost $ 22 $ 26 $ 16 Interest cost 272 300 255 Amortization of unrecognized prior service cost 44 44 44 Loss amortization ( 2 ) 134 197 78 Net periodic benefit cost $ 472 $ 567 $ 393 Assumptions used to calculate the benefit obligation: Discount rate 3.8 % 3.9 % 3.7 % Annual rate of increase in the per capita cost of: Medical costs before age 65 ( 1) 7.5 % 7.8 % 8.0 % Medical costs after age 65 ( 1) 6.5 % 6.8 % 7.0 % Prescription drug costs ( 1) 10.5 % 11.0 % 9.0 % (1) It was assumed that these rates would gradually decline to 4% by 2075. (2) Actuarial (gains)/losses are amortized utilizing the corridor approach. Differences between actual experience and the actuarial assumptions are reflected in (gain)/loss. If the total net (gain) or loss exceeds 10 percent of the greater of the accumulated postretirement benefit obligation or plan asset, this excess must be amortized over the average remaining service period of the active plan participants. If most of the plan participants are inactive, the amortization period is the expected future lifetime of inactive plan participants. |
Schedule of 1% Change in Annual Medical Inflation Rate Issued | A 1% change in the annual medical inflation rate issued would have the following impact on the amounts reported at December 31 as follows (in thousands): 2016 2015 Effect on accumulated postretirement benefit obligation 1% increase $ 975 $ 963 1% decrease $ (824 ) $ (825 ) Effect on annual service and interest costs 1% increase $ 42 $ 40 1% decrease $ (35 ) $ (34 ) |
Expected Benefit Payments from the Plan | Expected benefit payments from the plan for the years ended December 31 are as follows (in thousands): 2017 $ 294 2018 $ 315 2019 $ 334 2020 $ 356 2021 $ 375 Years 2022 - 2026 $ 2,156 |
Accumulated Other Comprehensi43
Accumulated Other Comprehensive (Loss) Income (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Components of Accumulated Other Comprehensive (Loss) Income | The cumulative balance of each component of accumulated other comprehensive (loss) income is as follows (in thousands): Foreign Currency Translation Adjustment Cash Flow Hedges Minimum Pension Liability Adjustment Unamortized Post-Retirement Health Care Costs Total Pre-Tax Amount Tax (Benefit) Expense Accumulated Other Comprehensive (Loss) Income Balance at December 31, 2014 $ (6,565 ) $ (225 ) $ 43 $ (4,521 ) $ (11,268 ) $ (1,717 ) $ (9,551 ) Reclassified loss on cash flow hedge from other comprehensive (loss) income — 225 — — 225 82 143 Minimum pension and post retirement health care plan adjustments — — 75 270 345 125 220 Foreign currency translation adjustment (6,228 ) — — — (6,228 ) — (6,228 ) Balance at December 31, 2015 $ (12,793 ) $ — $ 118 $ (4,251 ) $ (16,926 ) $ (1,510 ) $ (15,416 ) Minimum pension and post retirement health care plan adjustments — — 79 1,101 1,180 430 750 Foreign currency translation adjustment 6,945 — — — 6,945 — 6,945 Balance at December 31, 2016 $ (5,848 ) $ — $ 197 $ (3,150 ) $ (8,801 ) $ (1,080 ) $ (7,721 ) |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation [Abstract] | |
PSUs Eligible for Conversion to Cash | The following table provides the number of PSUs which will convert to cash for the years ending December 31: 2016 2015 2014 Awards Number of Units (1) Grant Date Fair Value (in $000s) Number of Units (2) Number of Units (3) Performance stock units 128,000 $ 3,100 219,000 $ 4,039 231,000 $ 4,233 (1) The participants earned 200% of target aggregating 256,000 PSUs earned. This award will convert to cash and be payable in January 2019. (2) The participants earned 200% of target aggregating 438,000 PSUs earned. This award will convert to cash and be payable in January 2018. (3) Based on the actual 2014 ROIC, no shares were earned during the performance period. |
Schedule of Number of Awards and Weighted Average Grant Date Fair Value | The following table provides the number of stock unit awards granted which will convert to shares upon vesting as well as restricted shares issued during the years ended December 31, along with the weighted-average grant-date fair value of each award: 2016 2015 2014 Awards Number of Awards Weighted Average Grant Date Fair Value Number of Awards Weighted Average Grant Date Fair Value Number of Awards Weighted Average Grant Date Fair Value Deferred stock units 11,945 $ 29.30 — $ — — $ — Options — $ — 37,500 $ 25.44 — $ — Restricted shares 3,185 $ 29.30 21,318 $ 17.48 21,721 $ 16.76 Restricted stock units 141,982 $ 25.44 212,419 $ 17.78 218,857 $ 16.96 Performance stock units — $ — 396,714 $ 19.78 — $ — |
Summary of Compensation Expense Connection with Awards | The Company recognized the following compensation expense in connection with awards that vested under the Plan and the Prior Plan along with the related tax benefits recognized during the years ended December 31 (in thousands): 2016 2015 2014 Expense recognized under the Prior Plan $ 1,937 $ 1,953 $ 3,150 Expense recognized under the Plan 3,993 1,938 — Expense recognized under the Non-Employee Directors Plan 443 — — Total stock compensation expense $ 6,373 $ 3,891 $ 3,150 Tax benefits recognized related to stock compensation expense $ 2,485 $ 1,518 $ 1,229 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | 2016 2015 2014 Expense recognized under the Prior Plan $ 1,937 $ 1,953 $ 3,150 Expense recognized under the Plan 3,993 1,938 — Expense recognized under the Non-Employee Directors Plan 443 — — Total stock compensation expense $ 6,373 $ 3,891 $ 3,150 Tax benefits recognized related to stock compensation expense $ 2,485 $ 1,518 $ 1,229 The fair value of the restricted shares, restricted stock units, and performance stock units issued during the three years ended December 31, 2016 |
Summary of Ranges of Outstanding and Exercisable Options | The following table summarizes the ranges of outstanding and exercisable options at December 31, 2016 : Range of Exercise Prices Options Outstanding Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price Options Exercisable Weighted Average Exercise Price $8.90 – $8.90 36,500 3.70 $ 8.90 36,500 $ 8.90 $9.74 – $9.74 95,441 4.70 $ 9.74 95,441 $ 9.74 $11.89 – $18.78 70,783 1.85 $ 15.78 70,783 $ 15.78 $20.52 – $23.78 37,000 1.69 $ 22.16 37,000 $ 22.16 $23.79 – $25.44 37,500 9.00 $ 25.44 — $ — 277,224 239,724 |
Summary of Stock Options Transactions | The following table summarizes information about stock option transactions: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Balance at January 1, 2014 622,124 $ 15.48 Exercised (52,805 ) 11.18 Balance at December 31, 2014 569,319 $ 15.88 Granted 37,500 25.44 Exercised (119,096 ) 15.13 Forfeited (750 ) 9.74 Expired (28,624 ) 20.56 Balance at December 31, 2015 458,349 $ 16.57 Exercised (175,125 ) 19.08 Forfeited (6,000 ) 18.22 Balance at December 31, 2016 277,224 $ 14.95 4.02 $ 7,401,000 |
Aggregate Intrinsic Value of Options Exercised and Aggregate Fair Value of Restricted Stock Units and Restricted Shares that Vested | The following table sets forth the aggregate intrinsic value of options exercised and aggregate fair value of restricted stock units and restricted shares that vested during the years ended December 31 (in thousands): 2016 2015 2014 Aggregate intrinsic value of options exercised $ 2,439 $ 1,089 $ 326 Aggregate fair value of vested restricted stock units $ 4,368 $ 6,578 $ 2,416 Aggregate fair value of vested restricted shares $ 247 $ 111 $ 364 Aggregate fair value of vested deferred stock units $ 443 $ — $ — |
Summary of Information About Restricted Stock Units and Weighted Average Grant Date Fair Value | The following table summarizes information about non-vested restricted stock units and performance stock units (that will convert to shares upon vesting) and restricted shares: Restricted Stock Units Weighted Average Grant Date Fair Value Restricted Shares Weighted Average Grant Date Fair Value Performance Stock Units Weighted Average Grant Date Fair Value Deferred Stock Units (1) Weighted Average Grant Date Fair Value Balance at December 31, 2015 548,815 $ 15.22 21,485 $ 17.59 396,714 $ 19.78 — $ — Granted 141,982 25.44 3,185 29.30 — — 11,945 29.30 Vested (131,369 ) 15.64 (17,309 ) 19.65 — — — — Forfeited (23,264 ) 16.18 — — — — — — Balance at December 31, 2016 536,164 $ 17.79 7,361 $ 17.07 396,714 $ 19.78 11,945 $ 29.30 |
Schedule of Compensation Expense Recognized from Change in Fair Value and Vesting of Performance Stock Units | The following table summarizes the compensation expense recognized from the change in fair value and vesting of performance stock units awarded for the years ended December 31 (in thousands): 2016 2015 2014 Performance stock unit compensation expense $ 10,377 $ 6,965 $ 31 |
Cash Paid to Settle Liability Awards | The following table provides the number of restricted stock units credited to participant accounts, balance of vested and unvested restricted stock units within participant accounts, payments made with respect to restricted stock units issued under the MSPP, and MSPP expense during years ended December 31: 2016 2015 2014 Restricted stock units credited 198,155 94,047 119,105 Restricted stock units balance, vested and unvested 646,669 519,668 647,371 Share-based liabilities paid (in thousands) $ 3,137 $ 1,901 $ 2,120 MSPP expense (in thousands) $ 8,565 $ 2,767 $ 329 |
Derivative Instruments and He45
Derivative Instruments and Hedging Activities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives not designated as hedging instruments | The (gains) losses recognized for the twelve months ended December 31, are as follows (in thousands): Derivatives not designated as hedging instruments 2016 2015 Commodity options $ — $ 399 Foreign exchange forwards — 187 Foreign exchange options — (5,736 ) Total non-designated derivative realized net gain $ — $ (5,150 ) |
Fair value of derivatives | Derivatives consist of the following (in thousands): December 31, 2016 December 31, 2015 Derivatives not designated as hedging instruments Classification Fair Value Fair Value Foreign exchange options Other current assets $ — $ 1,792 Foreign exchange forwards Accrued expenses $ — $ 14 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Assets (Liabilities) | The following table presents the fair values and classification of our financial assets (liabilities) measured on a recurring basis, all of which are classified as Level 2 as of December 31, (in thousands): Classification 2016 2015 Foreign currency exchange options Other current assets $ — $ 1,792 Foreign currency exchange forwards Accrued expenses $ — $ 14 |
Exit Activity Costs and Asset47
Exit Activity Costs and Asset Impairments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Summary of Exit Activity Costs and Asset Impairments Recorded in the Consolidated Statements of Operations | The following table provides a summary of where the above exit activity costs and asset impairments are recorded in the consolidated statements of operations for the years ended December 31 (in thousands): 2016 2015 2014 Cost of sales $ 9,922 $ 9,381 $ 843 Selling, general, and administrative expense 3,825 (6,258 ) 828 Total exit activity costs and asset impairments $ 13,747 $ 3,123 $ 1,671 |
Reconciliation of Liability for Exit Activity Costs Relating to Facility Consolidation Efforts | The following table sets forth the asset impairment charges, exit activity costs and gain on facilities sold in conjunction with these efforts, incurred by segment during the years ended December 31 related to the restructuring activities described above (in thousands): 2016 2015 2014 Inventory write-downs &/or asset impairment charges Exit activity costs Total Inventory write-downs &/or asset impairment charges Exit activity costs Gain on sale leaseback Total Inventory write-downs &/or asset impairment charges Exit activity costs Gain on sale Total Residential Products $ 1,459 $ 1,074 $ 2,533 $ 6,495 $ 1,256 $ (6,799 ) $ 952 $ 83 $ 1,332 $ (663 ) $ 752 Industrial & Infrastructure Products 4,221 4,546 8,767 2,009 162 — 2,171 125 794 — 919 Renewable Energy & Conservation 1,850 539 2,389 — — — — — — — — Corporate — 58 58 — — — — — — — — Total exit activity costs & asset impairments $ 7,530 $ 6,217 $ 13,747 $ 8,504 $ 1,418 $ (6,799 ) $ 3,123 $ 208 $ 2,126 $ (663 ) $ 1,671 The following table reconciles the beginning and ending liability for exit activity costs relating to the Company’s facility consolidation efforts (in thousands): 2016 2015 Balance as of January 1 $ 603 $ 575 Exit activity costs recognized 6,217 1,418 Cash payments (3,076 ) (1,390 ) Balance as of December 31 $ 3,744 $ 603 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Components of Income (Loss) Before Taxes from Continuing Operations | The components of income (loss) before taxes from continuing operations consisted of the following for the years ended December 31 (in thousands): 2016 2015 2014 Domestic $ 37,316 $ 40,176 $ (87,179 ) Foreign 12,667 (3,076 ) 2,429 Income (loss) before taxes from continuing operations $ 49,983 $ 37,100 $ (84,750 ) |
Summary of Provision for Income Taxes for Continuing Operations | The provision for (benefit of) income taxes from continuing operations for the years ended December 31 consisted of the following (in thousands): 2016 2015 2014 Current: U.S. Federal $ 14,703 $ 12,294 $ 1,684 State 2,987 2,010 1,265 Foreign 3,467 1,371 733 Total current 21,157 15,675 3,682 Deferred: U.S. Federal (5,404 ) (178 ) (6,373 ) State 1,595 273 (203 ) Foreign (1,084 ) (2,146 ) (64 ) Total deferred (4,893 ) (2,051 ) (6,640 ) Provision for income taxes $ 16,264 $ 13,624 $ (2,958 ) |
(Benefit of) Provision for Income Taxes from Discontinued Operations | The (benefit of) provision for income taxes from discontinued operations for the years ended December 31 consisted of the following (in thousands): 2016 2015 2014 Current: U.S. Federal $ (24 ) $ (15 ) $ (18 ) State (2 ) (1 ) (1 ) Foreign — — — (Benefit of) provision for income taxes $ (26 ) $ (16 ) $ (19 ) |
Provision for Income Taxes from Continuing Operations Differs from the Federal Statutory Rate | The provision for income taxes from continuing operations differs from the federal statutory rate of 35% for the years ended December 31 due to the following (in thousands): 2016 2015 2014 Statutory rate $ 17,494 35.0 % $ 12,985 35.0 % $ (29,664 ) 35.0 % Intangible asset impairment 341 0.7 % — — % 26,637 (31.4 )% State taxes, less federal effect 3,033 6.1 % 1,845 5.0 % 606 (0.7 )% Change in valuation allowance 685 1.4 % 284 0.7 % 94 (0.1 )% Non-deductible expenses 556 1.1 % 2 — % 233 (0.3 )% Federal tax credits (439 ) (0.9 )% (242 ) (0.7 )% (255 ) 0.3 % Uncertain tax positions (154 ) (0.3 )% (344 ) (0.9 )% (169 ) 0.2 % Foreign rate differential (677 ) (1.4 )% (6 ) — % (311 ) 0.4 % Worthless stock deduction (868 ) (1.7 )% — — % — — % Domestic manufacturer's deduction (1,363 ) (2.7 )% (795 ) (2.1 )% (60 ) 0.1 % Intercompany debt discharge (2,389 ) (4.8 )% — — % — — % Other 45 — % (105 ) (0.3 )% (69 ) — % $ 16,264 32.5 % $ 13,624 36.7 % $ (2,958 ) 3.5 % |
Deferred Tax Liabilities (Assets) | Deferred tax liabilities (assets) at December 31 consist of the following (in thousands): 2016 2015 Depreciation $ 17,367 $ 18,667 Goodwill 43,562 36,058 Intangible assets 14,731 19,291 Other 892 1,742 Gross deferred tax liabilities 76,552 75,758 Equity compensation (21,439 ) (13,023 ) Other (18,473 ) (20,847 ) Gross deferred tax assets (39,912 ) (33,870 ) Valuation allowances 1,362 766 Deferred tax assets, net of valuation allowances (38,550 ) (33,104 ) Net deferred tax liabilities $ 38,002 $ 42,654 |
Summary of Valuation Allowance | The following sets forth a reconciliation of the beginning and ending amount of the Company’s valuation allowance (in thousands): 2016 2015 2014 Balance as of January 1 $ 766 $ 400 $ 306 Cost charged to the tax provision 983 286 144 Reductions (338 ) (78 ) (50 ) Purchase accounting adjustment and divestiture — 158 — Currency translation (49 ) — — Balance as of December 31 $ 1,362 $ 766 $ 400 |
Income Taxes Paid, Net of Tax Refunds | The Company made net payments for income taxes for the following amounts for the years ended December 31 (in thousands): 2016 2015 2014 Payments made for income taxes, net $ (17,700 ) $ (11,879 ) $ (6,509 ) |
Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): 2016 2015 2014 Balance as of January 1 $ 3,876 $ 1,414 $ 1,694 Additions for tax positions of the current year 33 148 180 Additions for tax positions of prior years — 2,955 93 Reductions for tax positions of prior years for: Settlements and changes in judgment (256 ) (331 ) (154 ) Lapses of applicable statute of limitations — (310 ) (399 ) Divestitures and foreign currency translation (187 ) — — Balance as of December 31 $ 3,466 $ 3,876 $ 1,414 |
Interest (Net of Federal Tax Benefit) and Penalties Recognized | Interest (net of federal tax benefit) and penalties recognized during the years ended December 31 were (in thousands): 2016 2015 2014 Interest and penalties recognized as income $ (122 ) $ (87 ) $ (28 ) |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Earnings per Share | ears ended December 31 (in thousands): 2016 2015 2014 Numerator: Income (loss) from continuing operations $ 33,719 $ 23,476 $ (81,792 ) Loss from discontinued operations (44 ) (28 ) (32 ) Net income (loss) available to common shareholders $ 33,675 $ 23,448 $ (81,824 ) Denominator for basic earnings per share: Weighted average shares outstanding 31,536 31,233 31,066 Denominator for diluted earnings per share: Common stock options and restricted stock 533 312 — Weighted average shares and conversions 32,069 31,545 31,066 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Rent Expense under Operating Leases | Rent expense under operating leases for the years ended December 31 aggregated (in thousands): 2016 2015 2014 Rent expense $ 13,652 $ 13,959 $ 12,290 |
Schedule of Future Minimum Lease Payments under Non-Cancelable Operating Leases | Future minimum lease payments under these noncancelable operating leases as of December 31, 2016 are as follows (in thousands): 2017 $ 11,377 2018 $ 9,315 2019 $ 6,705 2020 $ 3,881 2021 $ 2,224 Thereafter $ 2,781 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting Information, Revenue for Reportable Segment [Abstract] | |
Measurements Used by Management to Assess Performance of Segments | The following table illustrates certain measurements used by management to assess the performance of the segments described above as of and for the years ended December 31 (in thousands): 2016 2015 2014 Net sales: Residential Products $ 430,938 $ 475,653 $ 431,915 Industrial and Infrastructure Products 296,513 378,224 431,432 Less: Intersegment sales (1,495 ) (1,536 ) (1,260 ) 295,018 376,688 430,172 Renewable Energy and Conservation 282,025 188,532 — Total consolidated net sales $ 1,007,981 $ 1,040,873 $ 862,087 Income (loss) from operations: Residential Products $ 65,241 $ 46,804 $ 16,416 Industrial and Infrastructure Products 1,306 15,581 (74,634 ) Renewable Energy and Conservation 43,214 12,659 — Unallocated Corporate Expenses (36,797 ) (26,959 ) (12,199 ) $ 72,964 $ 48,085 $ (70,417 ) Depreciation and Amortization Residential Products $ 9,297 $ 9,967 $ 10,699 Industrial and Infrastructure Products 8,237 12,108 13,910 Renewable Energy and Conservation 6,203 7,811 — Unallocated Corporate Expenses 377 662 823 $ 24,114 $ 30,548 $ 25,432 Total assets Residential Products $ 331,975 $ 363,339 $ 394,092 Industrial and Infrastructure Products 225,691 273,987 308,150 Renewable Energy and Conservation 207,241 215,211 — Unallocated Corporate 153,338 37,235 108,229 $ 918,245 $ 889,772 $ 810,471 Capital expenditures Residential Products $ 5,182 $ 3,328 $ 12,731 Industrial and Infrastructure Products 2,060 4,846 10,425 Renewable Energy and Conservation 3,160 3,871 — Unallocated Corporate Expenses 377 328 135 $ 10,779 $ 12,373 $ 23,291 |
Net Sales by Region or Origin and Long-Lived Assets by Region of Domicile | Net sales by region or origin and long-lived assets by region of domicile for the years ended and as of December 31 are as follows (in thousands): 2016 2015 2014 Net sales North America $ 963,797 $ 968,414 $ 816,473 Europe 19,447 48,216 45,614 Asia 24,737 24,243 — Total $ 1,007,981 $ 1,040,873 $ 862,087 Long-lived assets North America $ 108,334 $ 110,571 $ 122,824 Europe 2,900 11,084 8,957 Asia 992 1,292 — Total $ 112,226 $ 122,947 $ 131,781 |
Supplemental Financial Inform52
Supplemental Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Consolidating Statements of Operations | GIBRALTAR INDUSTRIES, INC. CONSOLIDATING STATEMENTS OF OPERATIONS YEAR ENDED DECEMBER 31, 2015 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Net sales $ — $ 960,614 $ 109,984 $ (29,725 ) $ 1,040,873 Cost of sales — 785,085 94,949 (26,137 ) 853,897 Gross profit — 175,529 15,035 (3,588 ) 186,976 Selling, general, and administrative expense 133 116,529 17,366 — 134,028 Intangible asset impairment — 4,863 — — 4,863 (Loss) income from operations (133 ) 54,137 (2,331 ) (3,588 ) 48,085 Interest expense (income) 13,609 1,469 (75 ) — 15,003 Other expense (income) 50 (3,801 ) (267 ) — (4,018 ) (Loss) income before taxes (13,792 ) 56,469 (1,989 ) (3,588 ) 37,100 (Benefit of) provision for income taxes (4,427 ) 18,827 (776 ) — 13,624 (Loss) income from continuing operations (9,365 ) 37,642 (1,213 ) (3,588 ) 23,476 Discontinued operations: Loss before taxes — (44 ) — — (44 ) Benefit of income taxes — (16 ) — — (16 ) Loss from discontinued operations — (28 ) — — (28 ) Equity in earnings from subsidiaries 36,401 (1,213 ) — (35,188 ) — Net income (loss) $ 27,036 $ 36,401 $ (1,213 ) $ (38,776 ) $ 23,448 GIBRALTAR INDUSTRIES, INC. CONSOLIDATING STATEMENTS OF OPERATIONS YEAR ENDED DECEMBER 31, 2014 (in thousands) |
Consolidated Statements of Comprehensive Income | GIBRALTAR INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEAR ENDED DECEMBER 31, 2016 (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net income $ 32,998 $ 57,857 $ 3,699 $ (60,879 ) $ 33,675 Other comprehensive income: Foreign currency translation adjustment — — 6,945 — 6,945 Adjustment to retirement benefit liability, net of tax — 55 — — 55 Adjustment to post-retirement healthcare benefit liability, net of tax — 695 — — 695 Other comprehensive income — 750 6,945 — 7,695 Total comprehensive income $ 32,998 $ 58,607 $ 10,644 $ (60,879 ) $ 41,370 GIBRALTAR INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) YEAR ENDED DECEMBER 31, 2015 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Net income (loss) $ 27,036 $ 36,401 $ (1,213 ) $ (38,776 ) $ 23,448 Other comprehensive (loss) income: Foreign currency translation adjustment — — (6,228 ) — (6,228 ) Unrealized loss on cash flow hedges, net of tax — 143 — — 143 Adjustment to retirement benefit liability, net of tax — 34 15 — 49 Adjustment to post-retirement healthcare benefit liability, net of tax — 171 — — 171 Other comprehensive (loss) income — 348 (6,213 ) — (5,865 ) Total comprehensive income (loss) $ 27,036 $ 36,749 $ (7,426 ) $ (38,776 ) $ 17,583 GIBRALTAR INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS YEAR ENDED DECEMBER 31, 2014 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Net (loss) income $ (80,650 ) $ (71,191 ) $ 2,929 $ 67,088 $ (81,824 ) Other comprehensive (loss) income: Foreign currency translation adjustment — — (4,364 ) — (4,364 ) Adjustment to retirement benefit liability, net of tax — 3 (27 ) — (24 ) Adjustment to post-retirement healthcare benefit liability, net of tax — (1,435 ) — — (1,435 ) Unrealized loss on cash flow hedges, net of tax — (143 ) — — (143 ) Other comprehensive loss — (1,575 ) (4,391 ) — (5,966 ) Total comprehensive loss $ (80,650 ) $ (72,766 ) $ (1,462 ) $ 67,088 $ (87,790 ) |
Consolidating Balance Sheets | GIBRALTAR INDUSTRIES, INC. CONSOLIDATING BALANCE SHEETS DECEMBER 31, 2016 (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Assets Current assets: Cash and cash equivalents $ — $ 143,826 $ 26,351 $ — $ 170,177 Accounts receivable, net — 117,526 6,546 — 124,072 Intercompany balances (615 ) 6,152 (5,537 ) — — Inventories — 85,483 4,129 — 89,612 Other current assets 13,783 (10,070 ) 3,623 — 7,336 Total current assets 13,168 342,917 35,112 — 391,197 Property, plant, and equipment, net — 104,642 3,662 — 108,304 Goodwill — 282,300 21,732 — 304,032 Acquired intangibles — 101,520 9,270 — 110,790 Other assets — 3,922 — — 3,922 Investment in subsidiaries 663,118 58,477 — (721,595 ) — $ 676,286 $ 893,778 $ 69,776 $ (721,595 ) $ 918,245 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ 66,363 $ 3,581 $ — $ 69,944 Accrued expenses 7,369 60,004 3,019 — 70,392 Billings in excess of cost — 9,301 2,051 — 11,352 Current maturities of long-term debt — 400 — — 400 Total current liabilities 7,369 136,068 8,651 — 152,088 Long-term debt 208,037 1,200 — — 209,237 Deferred income taxes — 35,354 2,648 — 38,002 Other non-current liabilities — 58,038 — — 58,038 Shareholders’ equity 460,880 663,118 58,477 (721,595 ) 460,880 $ 676,286 $ 893,778 $ 69,776 $ (721,595 ) $ 918,245 GIBRALTAR INDUSTRIES, INC. CONSOLIDATING BALANCE SHEETS DECEMBER 31, 2015 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Assets Current assets: Cash and cash equivalents $ — $ 39,597 $ 29,261 $ — $ 68,858 Accounts receivable, net — 142,674 22,295 — 164,969 Intercompany balances 15,023 12,033 (27,056 ) — — Inventories — 99,132 7,926 — 107,058 Other current assets 4,535 2,957 3,045 — 10,537 Total current assets 19,558 296,393 35,471 — 351,422 Property, plant, and equipment, net — 106,413 12,519 — 118,932 Goodwill — 270,017 22,373 — 292,390 Acquired intangibles — 111,734 11,279 — 123,013 Other assets — 4,015 — — 4,015 Investment in subsidiaries 603,208 54,792 — (658,000 ) — $ 622,766 $ 843,364 $ 81,642 $ (658,000 ) $ 889,772 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ 81,551 $ 7,653 $ — $ 89,204 Accrued expenses 5,127 55,363 7,115 — 67,605 Billings in excess of cost — 20,548 7,638 — 28,186 Current maturities of long-term debt — 400 — — 400 Total current liabilities 5,127 157,862 22,406 — 185,395 Long-term debt 207,553 1,329 — — 208,882 Deferred income taxes — 38,763 3,891 — 42,654 Other non-current liabilities — 42,202 553 — 42,755 Shareholders’ equity 410,086 603,208 54,792 (658,000 ) 410,086 $ 622,766 $ 843,364 $ 81,642 $ (658,000 ) $ 889,772 |
Condensed Consolidating Statements of Cash Flows | GIBRALTAR INDUSTRIES, INC. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS DECEMBER 31, 2016 (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Cash Flows from Operating Activities Net cash (used in) provided by operating activities $ (34,243 ) $ 139,641 $ 17,340 $ — $ 122,738 Cash Flows from Investing Activities Purchases of property, plant, and equipment — (10,321 ) (458 ) — (10,779 ) Acquisitions, net of cash acquired — (23,412 ) — — (23,412 ) Net proceeds from sale of property and equipment — 230 723 — 953 Net proceeds from sale of business — — 8,250 — 8,250 Other, net — 1,118 — — 1,118 Net cash (used in) provided by investing activities — (32,385 ) 8,515 — (23,870 ) Cash Flows from Financing Activities Long-term debt payments — (400 ) — — (400 ) Payment of debt issuance costs — (54 ) — — (54 ) Purchase of treasury stock at market prices (1,539 ) — — — (1,539 ) Intercompany financing 31,192 (2,573 ) (28,619 ) — — Excess tax benefit from stock compensation 1,249 — — — 1,249 Net proceeds from issuance of common stock 3,341 — — — 3,341 Net cash provided by (used in) financing activities 34,243 (3,027 ) (28,619 ) — 2,597 Effect of exchange rate changes on cash — — (146 ) — (146 ) Net increase (decrease) in cash and cash equivalents — 104,229 (2,910 ) — 101,319 Cash and cash equivalents at beginning of year — 39,597 29,261 — 68,858 Cash and cash equivalents at end of year $ — $ 143,826 $ 26,351 $ — $ 170,177 GIBRALTAR INDUSTRIES, INC. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS DECEMBER 31, 2015 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Cash Flows from Operating Activities Net cash (used in) provided by operating activities $ (13,309 ) $ 94,440 $ 5,553 $ — $ 86,684 Cash Flows from Investing Activities Purchases of property, plant, and equipment — (11,754 ) (619 ) — (12,373 ) Cash paid for acquisitions, net of cash acquired — (114,145 ) (26,476 ) — (140,621 ) Net proceeds from sale of property and equipment — 26,500 — — 26,500 Other, net — 1,154 — — 1,154 Net cash used in investing activities — (98,245 ) (27,095 ) — (125,340 ) Cash Flows from Financing Activities Long-term debt payments — (73,642 ) — — (73,642 ) Proceeds from long-term debt — 73,242 — — 73,242 Payment of debt issuance costs — (1,166 ) — — (1,166 ) Purchase of treasury stock at market prices (956 ) — — — (956 ) Intercompany financing 11,927 (46,498 ) 34,571 — — Excess tax benefit from stock compensation 537 — — — 537 Net proceeds from issuance of common stock 1,801 — — — 1,801 Net cash provided by (used in) financing activities 13,309 (48,064 ) 34,571 — (184 ) Effect of exchange rate changes on cash — — (2,912 ) — (2,912 ) Net (decrease) increase in cash and cash equivalents — (51,869 ) 10,117 — (41,752 ) Cash and cash equivalents at beginning of year — 91,466 19,144 — 110,610 Cash and cash equivalents at end of year $ — $ 39,597 $ 29,261 $ — $ 68,858 GIBRALTAR INDUSTRIES, INC. CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS DECEMBER 31, 2014 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Cash Flows from Operating Activities Net cash (used in) provided by operating activities of continuing operations $ (13,437 ) $ 40,820 $ 5,200 $ — $ 32,583 Net cash used in operating activities of discontinued operations — (41 ) — — (41 ) Net cash (used in) provided by operating activities (13,437 ) 40,779 5,200 — 32,542 Cash Flows from Investing Activities Other investing activities — 277 — — 277 Purchases of property, plant, and equipment — (19,286 ) (4,005 ) — (23,291 ) Net proceeds from sale of property and equipment — 5,989 3 — 5,992 Net cash used in investing activities — (13,020 ) (4,002 ) — (17,022 ) Cash Flows from Financing Activities Long-term debt payments — (407 ) — — (407 ) Payment of debt issuance costs — (35 ) — — (35 ) Purchase of treasury stock at market prices (575 ) — — — (575 ) Intercompany financing 13,317 (11,707 ) (1,610 ) — — Tax benefit from equity compensation 100 — — — 100 Net proceeds from issuance of common stock 595 — — — 595 Net cash provided by (used in) financing activities 13,437 (12,149 ) (1,610 ) — (322 ) Effect of exchange rate changes on cash — — (1,627 ) — (1,627 ) Net increase (decrease) in cash and cash equivalents — 15,610 (2,039 ) — 13,571 Cash and cash equivalents at beginning of year — 75,856 21,183 — 97,039 Cash and cash equivalents at end of year $ — $ 91,466 $ 19,144 $ — $ 110,610 |
Quarterly Unaudited Financial53
Quarterly Unaudited Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Unaudited Financial Information | GIBRALTAR INDUSTRIES, INC. QUARTERLY UNAUDITED FINANCIAL DATA (in thousands, except per share data) 2016 Quarters Ended March 31 June 30 September 30 December 31 Total Net sales $ 237,671 $ 265,738 $ 272,734 $ 231,838 $ 1,007,981 Gross profit $ 54,150 $ 68,843 $ 67,887 $ 53,882 $ 244,762 Income from operations $ 17,601 $ 28,416 $ 26,363 $ 584 $ 72,964 Interest expense $ 3,691 $ 3,666 $ 3,625 $ 3,595 $ 14,577 Net income (loss) from continuing operations $ 9,029 $ 18,612 $ 13,786 $ (7,708 ) $ 33,719 Net loss from discontinued operations $ — $ — $ — $ (44 ) $ (44 ) Total net income (loss) $ 9,029 $ 18,612 $ 13,786 $ (7,752 ) $ 33,675 Income (loss) per share from continuing operations: Basic $ 0.29 $ 0.59 $ 0.44 $ (0.24 ) $ 1.07 Diluted $ 0.28 $ 0.58 $ 0.43 $ (0.24 ) $ 1.05 Loss per share from discontinued operations: Basic $ — $ — $ — $ — $ — Diluted $ — $ — $ — $ — $ — For the quarters ended March 31, 2016 and June 30, 2016 presented in the table above, immaterial differences were identified between amounts as presented and amounts required to be recorded in accordance with U.S. generally accepted accounting principles due to errors in the Company's accounting for estimated total contract costs at completion as it is related to revenue recognition under the percentage of completion accounting method. Refer to the Company's Quarterly Report, Form 10-Q, for the quarter ended September 30, 2016 for a complete description of these differences. These differences will be corrected in the Company's future filings. For the quarter ended December 31, 2016 presented in the table above, the net loss from continuing operations includes $4.8 million of income tax expense to correct a discrete tax benefit recorded during the three months ended June 30, 2016 resulting from the sale of its European industrial manufacturing business to a third party. |
Summary of Significant Accoun54
Summary of Significant Accounting Policies (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2014 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | |
Sale Leaseback Transaction [Line Items] | ||||||
Revenue recognized under the percentage-of-completion method | 25.80% | 16.70% | ||||
Advertising costs | $ 5,100,000 | $ 4,700,000 | $ 4,000,000 | |||
Research and development cost | $ 2,200,000 | $ 866,000 | $ 60,000 | |||
Minimum | Land, Buildings and Improvements | ||||||
Sale Leaseback Transaction [Line Items] | ||||||
Estimated useful lives | 15 years | |||||
Minimum | Machinery and Equipment | ||||||
Sale Leaseback Transaction [Line Items] | ||||||
Estimated useful lives | 3 years | |||||
Maximum | Land, Buildings and Improvements | ||||||
Sale Leaseback Transaction [Line Items] | ||||||
Estimated useful lives | 40 years | |||||
Maximum | Machinery and Equipment | ||||||
Sale Leaseback Transaction [Line Items] | ||||||
Estimated useful lives | 20 years | |||||
Residential Products | Home Improvement Retail Company | Accounts Receivable | ||||||
Sale Leaseback Transaction [Line Items] | ||||||
Concentrations of credit risk | 13.70% | 11.80% | ||||
Residential Products | Home Improvement Retail Company | Net sales | ||||||
Sale Leaseback Transaction [Line Items] | ||||||
Concentrations of credit risk | 11.40% | 10.60% | 12.00% | |||
Residential Products | Postal Authority | Accounts Receivable | ||||||
Sale Leaseback Transaction [Line Items] | ||||||
Concentrations of credit risk | 5.50% | |||||
First quarter 2015 Sale Leaseback | ||||||
Sale Leaseback Transaction [Line Items] | ||||||
Sale price | $ 26,373,000 | |||||
Period of lease | 5 years | |||||
Net present value of future minimum lease payments | $ 5,765,000 | |||||
Deferred gain on sale | 13,144,000 | |||||
Gain above minimum lease payments fair value | 7,379,000 | |||||
Minimum lease payment for first year | 1,378,000,000 | |||||
Minimum lease payments year 2 | 1,378,000,000 | |||||
Minimum lease payments year 3 | 1,378,000,000 | |||||
Minimum lease payments year 4 | 1,378,000,000 | |||||
Minimum lease payments year 5 | $ 1,378,000,000 | |||||
June 2014 Sale Leaseback | ||||||
Sale Leaseback Transaction [Line Items] | ||||||
Sale price | $ 4,500,000 | |||||
Period of lease | 5 years | |||||
Net present value of future minimum lease payments | $ 892,000 | |||||
Deferred gain on sale | 829,000 | |||||
Minimum lease payment for first year | $ 202,000 | |||||
Percent leased back | 50.00% | |||||
Lease payment escalation rate | 3.00% | |||||
Period of lease payment increase | 4 years |
Summary of Significant Accoun55
Summary of Significant Accounting Policies (Summary of Activity Recorded within the Allowance for Doubtful Accounts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Beginning balance | $ 4,868 | $ 4,280 | $ 4,774 |
Bad debt expense | 2,519 | 1,404 | 1,095 |
Accounts written off and other adjustments | (2,115) | (816) | (1,589) |
Ending balance | $ 5,272 | $ 4,868 | $ 4,280 |
Summary of Significant Accoun56
Summary of Significant Accounting Policies (Summary of Interest Capitalized and Depreciation Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | |||
Capitalized interest | $ 138 | $ 166 | $ 420 |
Depreciation expense | $ 14,477 | $ 17,869 | $ 19,712 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Receivables [Abstract] | ||||
Trade accounts receivable | $ 81,193 | $ 102,277 | ||
Contract receivables: | ||||
Amounts billed | 41,569 | 53,830 | ||
Costs in excess of billings | 6,582 | 13,730 | ||
Total contract receivables | 48,151 | 67,560 | ||
Total accounts receivable | 129,344 | 169,837 | ||
Less allowance for doubtful accounts | (5,272) | (4,868) | $ (4,280) | $ (4,774) |
Accounts receivable | $ 124,072 | $ 164,969 |
Inventories (Schedule of Invent
Inventories (Schedule of Inventories) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw material | $ 41,758 | $ 47,117 |
Work-in-process | 12,268 | 16,238 |
Finished goods | 35,586 | 43,703 |
Total inventories | $ 89,612 | $ 107,058 |
Inventories (Summary of Activit
Inventories (Summary of Activity within the Reserve for Excess, Obsolete, and Slow Moving Inventory) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Inventory [Roll Forward] | |||
Beginning balance | $ 7,428 | $ 5,575 | $ 5,570 |
Excess, obsolete and slow moving inventory expense | (239) | 1,539 | 731 |
Scrapped inventory and other adjustments | (3,388) | 314 | (726) |
Ending balance | $ 3,801 | $ 7,428 | $ 5,575 |
Property, Plant, and Equipmen60
Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Abstract] | ||
Land and land improvements | $ 7,102 | $ 6,520 |
Building and improvements | 50,283 | 47,775 |
Machinery and equipment | 212,774 | 234,336 |
Construction in progress | 2,202 | 4,112 |
Property, plant, and equipment, gross | 272,361 | 292,743 |
Less: accumulated depreciation | (164,057) | (173,811) |
Property, plant, and equipment, net | $ 108,304 | $ 118,932 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jun. 09, 2015 | Dec. 31, 2016 | Dec. 31, 2017 | Oct. 11, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||||||
Remaining purchase adjustment | $ 2,314 | $ 2,314 | |||||
Goodwill | 304,032 | 304,032 | $ 292,390 | $ 236,044 | |||
Nexus | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition purchase price | $ 24,594 | ||||||
Working capital adjustment | $ 93 | ||||||
Goodwill | $ 12,283 | ||||||
Fair value of purchase consideration | $ 24,594 | ||||||
Nexus | Forecast | |||||||
Business Acquisition [Line Items] | |||||||
Purchase adjustment to be paid | $ 1,000 | ||||||
Rough Brothers Incorporated | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition purchase price | $ 147,585 | ||||||
Working capital adjustment | 6,302 | ||||||
Goodwill | 57,180 | ||||||
Tax deductible goodwill | 37,969 | ||||||
Indemnification assets | 3,000 | ||||||
Fair value of purchase consideration | $ 147,585 |
Acquisitions (Schedule of Alloc
Acquisitions (Schedule of Allocation of the Purchase Price Consideration of the Fair Value of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Oct. 11, 2016 | Dec. 31, 2015 | Jun. 09, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 304,032 | $ 292,390 | $ 236,044 | ||
Nexus | |||||
Business Acquisition [Line Items] | |||||
Cash | $ 2,495 | ||||
Working capital | (1,109) | ||||
Property, plant, and equipment | 4,702 | ||||
Acquired intangible assets | 6,200 | ||||
Other assets | 23 | ||||
Goodwill | 12,283 | ||||
Fair value of purchase consideration | $ 24,594 | ||||
Rough Brothers Incorporated | |||||
Business Acquisition [Line Items] | |||||
Cash | $ 4,651 | ||||
Working capital | 21,436 | ||||
Property, plant, and equipment | 12,797 | ||||
Acquired intangible assets | 56,392 | ||||
Other assets | 3,049 | ||||
Deferred income taxes | (4,892) | ||||
Other liabilities | (3,028) | ||||
Goodwill | 57,180 | ||||
Fair value of purchase consideration | $ 147,585 |
Acquisitions (Schedule of Acqui
Acquisitions (Schedule of Acquired Intangible Assets) (Details) - USD ($) $ in Thousands | Oct. 11, 2016 | Jun. 09, 2015 | Dec. 31, 2016 |
Nexus | |||
Business Acquisition [Line Items] | |||
Fair Value | $ 6,200 | ||
Estimated Useful Life | 3 months | ||
Nexus | Trademarks | |||
Business Acquisition [Line Items] | |||
Fair Value | 3,200 | ||
Nexus | Technology | |||
Business Acquisition [Line Items] | |||
Fair Value | 1,300 | ||
Estimated Useful Life | 15 years | ||
Nexus | Customer relationships | |||
Business Acquisition [Line Items] | |||
Fair Value | 800 | ||
Estimated Useful Life | 11 years | ||
Nexus | Backlog | |||
Business Acquisition [Line Items] | |||
Fair Value | $ 900 | ||
Rough Brothers Incorporated | |||
Business Acquisition [Line Items] | |||
Fair Value | $ 56,392 | ||
Rough Brothers Incorporated | Trademarks | |||
Business Acquisition [Line Items] | |||
Fair Value | 13,550 | ||
Rough Brothers Incorporated | Technology | |||
Business Acquisition [Line Items] | |||
Fair Value | 3,550 | ||
Rough Brothers Incorporated | Customer relationships | |||
Business Acquisition [Line Items] | |||
Fair Value | 32,892 | ||
Rough Brothers Incorporated | Non-compete agreements | |||
Business Acquisition [Line Items] | |||
Fair Value | 1,300 | ||
Rough Brothers Incorporated | Backlog | |||
Business Acquisition [Line Items] | |||
Fair Value | $ 5,100 | ||
Rough Brothers Incorporated | Maximum | Technology | |||
Business Acquisition [Line Items] | |||
Estimated Useful Life | 15 years | ||
Rough Brothers Incorporated | Maximum | Customer relationships | |||
Business Acquisition [Line Items] | |||
Estimated Useful Life | 17 years | ||
Rough Brothers Incorporated | Minimum | Technology | |||
Business Acquisition [Line Items] | |||
Estimated Useful Life | 7 years | ||
Rough Brothers Incorporated | Minimum | Customer relationships | |||
Business Acquisition [Line Items] | |||
Estimated Useful Life | 11 years | ||
Rough Brothers Incorporated | Minimum | Non-compete agreements | |||
Business Acquisition [Line Items] | |||
Estimated Useful Life | 5 years | ||
Rough Brothers Incorporated | Minimum | Backlog | |||
Business Acquisition [Line Items] | |||
Estimated Useful Life | 6 months |
Acquisitions (Pro Forma Informa
Acquisitions (Pro Forma Information) (Details) - Rough Brothers Incorporated - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | ||
Net sales | $ 1,128,915 | $ 1,026,014 |
Net income (loss) | $ 33,587 | $ (46,714) |
Net income (loss) per share - Basic | $ 1.08 | $ (1.50) |
Net income (loss) per share - Diluted | $ 1.06 | $ (1.50) |
Acquisitions (Acquisition Relat
Acquisitions (Acquisition Related Costs) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | |||
Total acquisition related costs | $ 309 | $ 962 | $ (1,388) |
Selling, general and administrative costs | |||
Business Acquisition [Line Items] | |||
Total acquisition related costs | 228 | 732 | (1,594) |
Cost of sales | |||
Business Acquisition [Line Items] | |||
Total acquisition related costs | $ 81 | $ 230 | $ 206 |
Goodwill and Related Intangib66
Goodwill and Related Intangible Assets (Schedule of Changes in Carrying Amount of Goodwill) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | |||
Balance at | $ 292,390 | $ 236,044 | |
Acquired goodwill | 12,283 | 57,180 | |
Impairment | (929) | $ (104,565) | |
Foreign currency translation | 288 | (834) | |
Balance at | 304,032 | 292,390 | 236,044 |
Residential Products | |||
Goodwill [Roll Forward] | |||
Balance at | 181,285 | 181,285 | |
Acquired goodwill | 0 | 0 | |
Impairment | 0 | ||
Foreign currency translation | 0 | 0 | |
Balance at | 181,285 | 181,285 | 181,285 |
Industrial and Infrastructure Products | |||
Goodwill [Roll Forward] | |||
Balance at | 53,704 | 54,759 | |
Acquired goodwill | 0 | 0 | |
Impairment | 0 | ||
Foreign currency translation | 180 | (1,055) | |
Balance at | 53,884 | 53,704 | 54,759 |
Renewable Energy & Conservation | |||
Goodwill [Roll Forward] | |||
Balance at | 57,401 | 0 | |
Acquired goodwill | 12,283 | 57,180 | |
Impairment | (929) | ||
Foreign currency translation | 108 | 221 | |
Balance at | $ 68,863 | $ 57,401 | $ 0 |
Goodwill and Related Intangib67
Goodwill and Related Intangible Assets (Narrative) (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Oct. 31, 2015reporting_unit | Dec. 31, 2016USD ($)reporting_unit | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Oct. 31, 2016USD ($) | Oct. 11, 2016USD ($) | |
Goodwill [Line Items] | ||||||
Goodwill | $ 304,032 | $ 292,390 | $ 236,044 | |||
Accumulated impairment losses | $ 235,419 | 255,530 | ||||
Number of reporting units tested | reporting_unit | 9 | |||||
Number of reporting units | reporting_unit | 10 | |||||
Goodwill impairment | $ (929) | (104,565) | ||||
Impairment of indefinite-lived intangibles | 9,048 | 4,863 | 2,700 | |||
Impairment of indefinite-lived intangible assets attributable to annual impairment testing | 1,200 | |||||
Impairment of definite-lived intangibles | 198 | 0 | 705 | |||
Industrial and Infrastructure Products | ||||||
Goodwill [Line Items] | ||||||
Goodwill impairment | (90,330) | |||||
Impairment of indefinite-lived intangibles | 7,980 | 4,423 | 1,500 | |||
Impairment of definite-lived intangibles | 0 | 0 | 705 | |||
Residential Products | ||||||
Goodwill [Line Items] | ||||||
Goodwill impairment | (14,235) | |||||
Impairment of indefinite-lived intangibles | 0 | 440 | 1,200 | |||
Impairment of definite-lived intangibles | 0 | $ 0 | $ 0 | |||
Carrying Value | ||||||
Goodwill [Line Items] | ||||||
Goodwill net book value | $ 23,300 | |||||
Solar | Residential Products | ||||||
Goodwill [Line Items] | ||||||
Goodwill impairment | (929) | |||||
Disposal Group, Not Discontinued Operations | ||||||
Goodwill [Line Items] | ||||||
Impairment of indefinite-lived intangibles | $ 7,800 | |||||
Nexus | ||||||
Goodwill [Line Items] | ||||||
Goodwill | $ 12,283 |
Goodwill and Related Intangib68
Goodwill and Related Intangible Assets (Schedule of Goodwill Impairment Tests) (Details) | Dec. 31, 2016 | Oct. 31, 2015 | Oct. 31, 2014 |
Minimum | |||
Goodwill [Line Items] | |||
WACC | 12.40% | 11.30% | |
Maximum | |||
Goodwill [Line Items] | |||
WACC | 13.00% | 13.10% | |
Renewable Energy & Conservation | Greenhouse | |||
Goodwill [Line Items] | |||
WACC | 15.10% | ||
Renewable Energy & Conservation | Solar | |||
Goodwill [Line Items] | |||
WACC | 16.10% |
Goodwill and Related Intangib69
Goodwill and Related Intangible Assets (Schedule of Acquired Intangible Assets) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Finite-lived intangible assets | $ 113,646 | $ 128,939 |
Total acquired intangible assets, Gross Carrying Amount | 158,366 | 179,477 |
Accumulated Amortization, Finite-lived intangible assets | 47,576 | 56,464 |
Total acquired intangible assets, Accumulated Amortization | 47,576 | 56,464 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Finite-lived intangible assets | 5,808 | 5,861 |
Accumulated Amortization, Finite-lived intangible assets | 2,427 | 1,884 |
Unpatented technology and patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Finite-lived intangible assets | 26,720 | 28,072 |
Accumulated Amortization, Finite-lived intangible assets | 10,041 | 10,656 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Finite-lived intangible assets | 78,569 | 85,419 |
Accumulated Amortization, Finite-lived intangible assets | 33,585 | 35,673 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Finite-lived intangible assets | 1,649 | 3,107 |
Accumulated Amortization, Finite-lived intangible assets | 623 | 1,771 |
Backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Finite-lived intangible assets | 900 | 6,480 |
Accumulated Amortization, Finite-lived intangible assets | 900 | 6,480 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Indefinite-lived intangible assets | 44,720 | 50,538 |
Accumulated Amortization, Indefinite-lived intangible assets | $ 0 | $ 0 |
Minimum | Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Minimum | Unpatented technology and patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Minimum | Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Minimum | Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 4 years | |
Minimum | Backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 6 months | |
Maximum | Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 15 years | |
Maximum | Unpatented technology and patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 20 years | |
Maximum | Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 17 years | |
Maximum | Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 10 years | |
Maximum | Backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 2 years |
Goodwill and Related Intangib70
Goodwill and Related Intangible Assets (Schedule of Impairment Charges) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of indefinite-lived intangibles | $ 9,048 | $ 4,863 | $ 2,700 |
Impairment of definite-lived intangibles | 198 | 0 | 705 |
Residential Products | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of indefinite-lived intangibles | 0 | 440 | 1,200 |
Impairment of definite-lived intangibles | 0 | 0 | 0 |
Industrial and Infrastructure Products | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of indefinite-lived intangibles | 7,980 | 4,423 | 1,500 |
Impairment of definite-lived intangibles | 0 | 0 | 705 |
Renewable Energy & Conservation | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of indefinite-lived intangibles | 1,068 | 0 | 0 |
Impairment of definite-lived intangibles | $ 198 | $ 0 | $ 0 |
Goodwill and Related Intangib71
Goodwill and Related Intangible Assets (Schedule of Amortization Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization of Intangible Assets | $ 9,637 | $ 12,679 | $ 5,720 |
Goodwill and Related Intangib72
Goodwill and Related Intangible Assets (Schedule of Future Amortization Expense) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2,015 | $ 8,500 |
2,016 | 7,945 |
2,017 | 7,273 |
2,018 | 6,760 |
2,019 | $ 6,159 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accrued Liabilities, Current [Abstract] | ||
Compensation | $ 27,669 | $ 22,215 |
Interest and taxes | 13,102 | 11,742 |
Customer rebates | 10,303 | 9,733 |
Insurance | 7,584 | 9,057 |
Acquisition payable | 1,000 | 2,314 |
Other | 10,734 | 12,544 |
Total accrued expenses | $ 70,392 | $ 67,605 |
Debt (Schedule of Long-Term Deb
Debt (Schedule of Long-Term Debt) (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 31, 2013 |
Debt Instrument [Line Items] | |||
Total debt | $ 209,637,000 | $ 209,282,000 | |
Unamortized original issue discount | (3,163,000) | (3,918,000) | |
Less current maturities | 400,000 | 400,000 | |
Total long-term debt | 209,237,000 | 208,882,000 | |
Senior Subordinated 6.25% Notes | |||
Debt Instrument [Line Items] | |||
Total debt | $ 210,000,000 | $ 210,000,000 | |
Senior Subordinated Notes, interest rate | 6.25% | 6.25% | 6.25% |
Other debt | |||
Debt Instrument [Line Items] | |||
Total debt | $ 2,800,000 | $ 3,200,000 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) - USD ($) | Dec. 09, 2015 | Jan. 31, 2013 | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||||
Standby letters of credit | $ 12,806,000 | |||
Availability amount | $ 287,194,000 | |||
Senior Subordinated 6.25% Notes | ||||
Debt Instrument [Line Items] | ||||
Notes issued | $ 210,000,000 | |||
Interest rate | 6.25% | 6.25% | 6.25% | |
Revolving Credit Facility | Senior Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Current borrowing capacity | $ 300,000,000 | |||
Maximum borrowing capacity under the revolving credit facility | $ 500,000,000 | |||
Revolving Credit Facility | Senior Credit Agreement | Minimum | ||||
Debt Instrument [Line Items] | ||||
Annual commitment fee | 0.20% | |||
Revolving Credit Facility | Senior Credit Agreement | Minimum | LIBOR | ||||
Debt Instrument [Line Items] | ||||
LIBOR floor, plus | 1.25% | |||
Revolving Credit Facility | Senior Credit Agreement | Maximum | ||||
Debt Instrument [Line Items] | ||||
Annual commitment fee | 0.30% | |||
Revolving Credit Facility | Senior Credit Agreement | Maximum | LIBOR | ||||
Debt Instrument [Line Items] | ||||
LIBOR floor, plus | 2.25% | |||
Term Loan | Senior Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Term loan (up to) | $ 200,000,000 |
Debt (Schedule of Aggregate Mat
Debt (Schedule of Aggregate Maturities of Long-Term Debt) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Long-term Debt, Unclassified [Abstract] | |
2,016 | $ 400 |
2,017 | 400 |
2,018 | 400 |
2,019 | 400 |
2,020 | 210,400 |
Thereafter | $ 800 |
Debt (Schedule of Cash Paid for
Debt (Schedule of Cash Paid for Interest) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Long-term Debt, Unclassified [Abstract] | |||
Cash paid for interest | $ 13,906 | $ 15,374 | $ 13,864 |
Employee Retirement Plans (Sche
Employee Retirement Plans (Schedule of Funded Status) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Projected benefit obligation at | $ 1,685 | $ 1,961 | $ 2,179 |
Interest cost | 59 | 66 | 88 |
Actuarial losses (gains) | 5 | (39) | 9 |
Benefits paid | (372) | (303) | (315) |
Projected benefit obligation at | 1,377 | 1,685 | 1,961 |
Fair value of plan assets | 0 | 0 | 0 |
Under funded status | (1,377) | (1,685) | (1,961) |
Unamortized prior service cost | 4 | 10 | 24 |
Unrecognized actuarial gain | (200) | (218) | (179) |
Net amount recognized | $ (1,573) | $ (1,893) | $ (2,116) |
Employee Retirement Plans (Sc79
Employee Retirement Plans (Schedule of Defined Benefit Plan, Amounts Recognized in Consolidated Financial Statements) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |||
Accrued pension liability: Current portion | $ (360) | $ (372) | $ (395) |
Accrued pension liability: Long term portion | (1,016) | (1,313) | (1,566) |
Pre-tax accumulated other comprehensive income – retirement benefit liability adjustment | 197 | 208 | 155 |
Net amount recognized | $ (1,573) | $ (1,893) | $ (2,116) |
Employee Retirement Plans (Comp
Employee Retirement Plans (Components of Net Periodic Pension and Other Post-Retirement Benefit Costs) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract] | |||
Interest cost | $ 59 | $ 66 | $ 88 |
Amortization of unrecognized prior service cost | 6 | 14 | 15 |
Net periodic pension cost | $ 52 | $ 80 | $ 103 |
Discount rate | 3.81% | 3.94% | 3.74% |
Employee Retirement Plans (Sc81
Employee Retirement Plans (Schedule of Expected Benefit Payments) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Defined Benefit Plan, Expected Future Benefit Payments, Fiscal Year Maturity [Abstract] | |
2,017 | $ 360 |
2,018 | 327 |
2,019 | 228 |
2,020 | 137 |
2,021 | 100 |
Years 2022 - 2026 | $ 392 |
Employee Retirement Plans (Narr
Employee Retirement Plans (Narrative) (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016USD ($)agreementemployee | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Projected benefit obligation | $ 1,377 | $ 1,685 | $ 1,961 | $ 2,179 |
Net liability | $ 1,573 | $ 1,893 | $ 2,116 | |
Number of employees | employee | 2,311 | |||
Employees represented by unions through CBAs, percentage | 11.00% | |||
Number of CBA's to be negotiated | agreement | 3 | |||
Number of CBA's | agreement | 6 | |||
Company's maximum contribution percentage | 5.00% | |||
National Integrated Group Pension Plan [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
CBAs expiration date | Apr. 30, 2018 | |||
Foreign Pension Plan | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Projected benefit obligation | $ 362 | |||
Pre-tax accumulated other comprehensive loss - retirement benefit liability adjustment | 91 | |||
Net liability | $ 271 |
Employee Retirement Plans (Sc83
Employee Retirement Plans (Schedule of Multiemployer Plans) (Details) - Pension | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
National Integrated Group Pension Plan [Member] | |||
Multiemployer Plans [Line Items] | |||
EIN | 226,190,618 | ||
Pension Plan Number | 1 | ||
PPA Zone Status | Red | Red | |
Surcharge Imposed | Yes | ||
Sheet Metal Workers National Pension Plan [Member] | |||
Multiemployer Plans [Line Items] | |||
EIN | 526,112,463 | ||
Pension Plan Number | 1 | ||
PPA Zone Status | Yellow | Yellow | |
Surcharge Imposed | Yes | ||
Sheet Metal Workers Pension Plan Of Northern California [Member] | |||
Multiemployer Plans [Line Items] | |||
EIN | 516,115,939 | ||
Pension Plan Number | 1 | ||
PPA Zone Status | Red | Red | |
Surcharge Imposed | No |
Employee Retirement Plans (Sc84
Employee Retirement Plans (Schedule of Contributions Made by the Company to Each Multiemployer Plan) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Contributions | $ 296 | $ 333 | $ 329 |
National Integrated Group Pension Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Contributions | 218 | 246 | 233 |
Sheet Metal Workers National Pension Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Contributions | 50 | 56 | 61 |
Sheet Metal Workers Pension Plan Of Northern California [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Contributions | $ 28 | $ 31 | $ 35 |
Employee Retirement Plans (Sc85
Employee Retirement Plans (Schedule of Total Expense for All Retirement Plans) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |||
Total retirement plan expense | $ 2,887 | $ 2,934 | $ 2,816 |
Other Postretirement Benefits86
Other Postretirement Benefits (Changes in the Accumulated Postretirement Benefit Obligation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Projected benefit obligation at | $ 1,685 | $ 1,961 | $ 2,179 |
Interest cost | 59 | 66 | 88 |
Actuarial losses (gains) | 5 | (39) | 9 |
Benefits paid | (372) | (303) | (315) |
Projected benefit obligation at | 1,377 | 1,685 | 1,961 |
Fair value of plan assets | 0 | 0 | 0 |
Under funded status | (1,377) | (1,685) | (1,961) |
Unamortized prior service cost | 4 | 10 | 24 |
Unrecognized actuarial gain | (200) | (218) | (179) |
Net amount recognized | (1,573) | (1,893) | (2,116) |
Other Postretirement Benefits | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Projected benefit obligation at | 8,149 | 8,202 | 5,900 |
Service cost | 22 | 26 | 16 |
Interest cost | 272 | 300 | 255 |
Actuarial losses (gains) | (923) | (29) | 2,387 |
Benefits paid | (318) | (350) | (356) |
Projected benefit obligation at | 7,202 | 8,149 | 8,202 |
Fair value of plan assets | 0 | 0 | 0 |
Under funded status | (7,202) | (8,149) | (8,202) |
Unamortized prior service cost | 471 | 515 | 559 |
Unrecognized actuarial gain | 2,679 | 3,736 | 3,962 |
Net amount recognized | $ (4,052) | $ (3,898) | $ (3,681) |
Other Postretirement Benefits87
Other Postretirement Benefits (Amounts Recognized in the Consolidated Financial Statements) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Accrued post retirement liability: Current portion | $ (360) | $ (372) | $ (395) |
Accrued post retirement liability: Long term portion | (1,016) | (1,313) | (1,566) |
Net amount recognized | (1,573) | (1,893) | (2,116) |
Other Postretirement Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Accrued post retirement liability: Current portion | (294) | (368) | (368) |
Accrued post retirement liability: Long term portion | (6,908) | (7,781) | (7,834) |
Pre-tax accumulated other comprehensive loss – unamortized post-retirement healthcare costs | 3,150 | 4,251 | 4,521 |
Net amount recognized | $ (4,052) | $ (3,898) | $ (3,681) |
Other Postretirement Benefits88
Other Postretirement Benefits (Components of Net Periodic Postretirement Benefit Cost) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Interest cost | $ 59 | $ 66 | $ 88 |
Amortization of unrecognized prior service cost | 6 | 14 | 15 |
Loss amortization (2) | (13) | 0 | 0 |
Net periodic pension cost | $ 52 | $ 80 | $ 103 |
Discount rate | 3.81% | 3.94% | 3.74% |
Ultimate healthcare trend rates | 4.00% | ||
Other Postretirement Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Service cost | $ 22 | $ 26 | $ 16 |
Interest cost | 272 | 300 | 255 |
Amortization of unrecognized prior service cost | 44 | 44 | 44 |
Loss amortization (2) | 134 | 197 | 78 |
Net periodic pension cost | $ 472 | $ 567 | $ 393 |
Discount rate | 3.80% | 3.90% | 3.70% |
Annual rate of increase in the per capita cost of: Medical costs before age 65 | 7.50% | 7.80% | 8.00% |
Annual rate of increase in the per capita cost of: Medical costs after age 65 | 6.50% | 6.80% | 7.00% |
Annual rate of increase in the per capita cost of: Prescription drug costs | 10.50% | 11.00% | 9.00% |
Other Postretirement Benefits89
Other Postretirement Benefits (Impact on Amounts Reported Due to a 1% Change in the Annual Medical Inflation Rate Issued) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Other Postretirement Benefits [Abstract] | ||
Effect on accumulated postretirement benefit obligation, 1% increase | $ 975 | $ 963 |
Effect on accumulated postretirement benefit obligation, 1% decrease | (824) | (825) |
Effect on annual service and interest costs, 1% increase | 42 | 40 |
Effect on annual service and interest costs, 1% decrease | $ (35) | $ (34) |
Other Postretirement Benefits90
Other Postretirement Benefits (Expected Benefit Payments from the Plan) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2,017 | $ 360 |
2,018 | 327 |
2,019 | 228 |
2,020 | 137 |
2,021 | 100 |
Years 2022 - 2026 | 392 |
Other Postretirement Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2,017 | 294 |
2,018 | 315 |
2,019 | 334 |
2,020 | 356 |
2,021 | 375 |
Years 2022 - 2026 | $ 2,156 |
Accumulated Other Comprehensi91
Accumulated Other Comprehensive (Loss) Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Balance at begging of period | $ (16,926) | $ (11,268) | |
Reclassified loss on cash flow hedge from other comprehensive (loss) income | 225 | ||
Other Comprehensive Income (Loss), before Tax | (1,180) | (345) | |
Balance at end of period | (8,801) | (16,926) | $ (11,268) |
Tax (Benefit) Expense | |||
Balance at beginning of period | (1,510) | (1,717) | |
Reclassified loss on cash flow hedge from other comprehensive (loss) income | 82 | ||
Minimum pension and post retirement health care plan adjustments | 430 | 125 | |
Balance at end of period | (1,080) | (1,510) | (1,717) |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of period | (15,416) | (9,551) | |
Reclassified loss on cash flow hedge from other comprehensive (loss) income | 143 | ||
Other Comprehensive (Income) Loss, Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, Net of Tax | 750 | 220 | |
Other Comprehensive Income (Loss), Net of Tax | (7,695) | 5,865 | 5,966 |
Balance at end of period | (7,721) | (15,416) | (9,551) |
Foreign Currency Translation Adjustment | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Balance at begging of period | (12,793) | (6,565) | |
Other Comprehensive Income (Loss), before Tax | 6,945 | 6,228 | |
Balance at end of period | (5,848) | (12,793) | (6,565) |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Other Comprehensive Income (Loss), Net of Tax | 6,945 | 6,228 | |
Cash Flow Hedges | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Balance at begging of period | 0 | (225) | |
Reclassified loss on cash flow hedge from other comprehensive (loss) income | 225 | ||
Balance at end of period | 0 | 0 | (225) |
Accumulated Defined Benefit Plans Adjustment | Minimum Pension Liability Adjustment | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Balance at begging of period | 118 | 43 | |
Other Comprehensive Income (Loss), before Tax | (79) | (75) | |
Balance at end of period | 197 | 118 | 43 |
Accumulated Defined Benefit Plans Adjustment | Unamortized Post-Retirement Health Care Costs | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Balance at begging of period | (4,251) | (4,521) | |
Other Comprehensive Income (Loss), before Tax | (1,101) | (270) | |
Balance at end of period | $ (3,150) | $ (4,251) | $ (4,521) |
Equity-Based Compensation (Narr
Equity-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||
Jan. 31, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares available for issuance under the Plan | 550,000 | ||||||
Non-employee directors plan awards | 85,000 | ||||||
Granted (in shares) | 0 | 37,500 | 0 | ||||
Market price of common stock, per share | $ 41.65 | ||||||
Unrecognized compensation cost | $ 9,957 | ||||||
Weighted average cost recognition period, in years | 2 years 2 months 1 day | ||||||
Management Stock Purchase Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted stock units credited | $ 3,137 | $ 1,901 | $ 2,120 | ||||
Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Typical vesting period, in years | 1 year | ||||||
Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Typical vesting period, in years | 4 years | ||||||
Performance Shares | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Units Earned and Convertible to Cash | 128,000 | 219,000 | 231,000 | 114,000 | |||
Typical vesting period, in years | 3 years | ||||||
Award performance period | 1 year | ||||||
Performance stock units outstanding | 396,714 | 396,714 | 396,714 | ||||
Shares awarded | 0 | 396,714 | 0 | ||||
Weighted average fair value of per unit awarded (in USD per share) | $ 0 | $ 19.78 | $ 0 | ||||
Percentage earned on target shares | 50.00% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 256,000 | 438,000 | |||||
Units earned based on target units | 237,000 | ||||||
Equity Based Compensation Percent Of Targeted Performance Stock Units Earned | 200.00% | 200.00% | |||||
Restricted stock units credited | $ 2,723 | ||||||
Number of days trailing for closing price | 90 days | ||||||
2015 Equity Incentive Plan | Performance Shares | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award performance period | 3 years | ||||||
Shares awarded | 75,000 | 321,714 |
Equity-Based Compensation (Sche
Equity-Based Compensation (Schedule of Number of Awards and Weighted Average Grant Date Fair Value) (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Awards (in shares) | 0 | 37,500 | 0 |
Weighted Average Grant DAte Fair Value (in USD per share) | $ 0 | $ 25.44 | $ 0 |
Deferred stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Awards (in shares) | 11,945 | 0 | 0 |
Weighted Average Grant Date Fair Value (in USD per share) | $ 29.30 | $ 0 | $ 0 |
Restricted shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Awards (in shares) | 3,185 | 21,318 | 21,721 |
Weighted Average Grant Date Fair Value (in USD per share) | $ 29.30 | $ 17.48 | $ 16.76 |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Awards (in shares) | 141,982 | 212,419 | 218,857 |
Weighted Average Grant Date Fair Value (in USD per share) | $ 25.44 | $ 17.78 | $ 16.96 |
Performance Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Awards (in shares) | 0 | 396,714 | 0 |
Weighted Average Grant Date Fair Value (in USD per share) | $ 0 | $ 19.78 | $ 0 |
Equity-Based Compensation (Summ
Equity-Based Compensation (Summary of Compensation Expense Connection with Awards) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation [Abstract] | |||
Expense recognized under the Prior Plan | $ 1,937 | $ 1,953 | $ 3,150 |
Expense recognized under the Plan | 3,993 | 1,938 | 0 |
Expense recognized under the Non-Employee Directors Plan | 443 | 0 | 0 |
Total stock compensation expense | 6,373 | 3,891 | 3,150 |
Tax benefits recognized related to stock compensation expense | $ 2,485 | $ 1,518 | $ 1,229 |
Equity-Based Compensation (Weig
Equity-Based Compensation (Weighted Average Assumptions Used to Measure Fair Value of Stock Options) (Details) | 12 Months Ended |
Dec. 31, 2016$ / shares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Fair Value | $ 7.67 |
Expected Life (in years) | 4 years |
Expected Stock Volatility | 35.70% |
Risk-free Interest Rate | 1.50% |
Annual Forfeiture Rate | 0.00% |
Expected Dividend Yield | 0.00% |
Equity-Based Compensation (Su96
Equity-Based Compensation (Summary of Ranges of Outstanding and Exercisable Options) (Details) - $ / shares | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Options Outstanding | 277,224 | 458,349 | 569,319 | 622,124 |
Weighted Average Remaining Contractual Life (in years) | 4 years 7 days | |||
Weighted Average Exercise Price | $ 19.08 | $ 15.13 | $ 11.18 | |
Options Exercisable | 239,724 | |||
$8.90 – $8.90 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise Price Range, Lower Range Limit | $ 8.90 | |||
Exercise Price Range, Upper Range Limit | $ 8.90 | |||
Options Outstanding | 36,500 | |||
Weighted Average Remaining Contractual Life (in years) | 3 years 8 months 12 days | |||
Weighted Average Exercise Price | $ 8.90 | |||
Options Exercisable | 36,500 | |||
Weighted Average Exercise Price | $ 8.90 | |||
$9.74 – $9.74 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise Price Range, Lower Range Limit | 9.74 | |||
Exercise Price Range, Upper Range Limit | $ 9.74 | |||
Options Outstanding | 95,441 | |||
Weighted Average Remaining Contractual Life (in years) | 4 years 8 months 12 days | |||
Weighted Average Exercise Price | $ 9.74 | |||
Options Exercisable | 95,441 | |||
Weighted Average Exercise Price | $ 9.74 | |||
$11.89 – $18.78 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise Price Range, Lower Range Limit | 11.89 | |||
Exercise Price Range, Upper Range Limit | $ 18.78 | |||
Options Outstanding | 70,783 | |||
Weighted Average Remaining Contractual Life (in years) | 1 year 10 months 6 days | |||
Weighted Average Exercise Price | $ 15.78 | |||
Options Exercisable | 70,783 | |||
Weighted Average Exercise Price | $ 15.78 | |||
$20.52 – $23.78 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise Price Range, Lower Range Limit | 20.52 | |||
Exercise Price Range, Upper Range Limit | $ 23.78 | |||
Options Outstanding | 37,000 | |||
Weighted Average Remaining Contractual Life (in years) | 1 year 8 months 9 days | |||
Weighted Average Exercise Price | $ 22.16 | |||
Options Exercisable | 37,000 | |||
Weighted Average Exercise Price | $ 22.16 | |||
$23.79 - $25.44 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise Price Range, Lower Range Limit | 23.79 | |||
Exercise Price Range, Upper Range Limit | $ 25.44 | |||
Options Outstanding | 37,500 | |||
Weighted Average Remaining Contractual Life (in years) | 9 years | |||
Weighted Average Exercise Price | $ 25.44 | |||
Options Exercisable | 0 | |||
Weighted Average Exercise Price | $ 0 |
Equity-Based Compensation (Su97
Equity-Based Compensation (Summary of Stock Option Transactions) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Options (in shares): | |||
Beginning balance (in shares) | 458,349 | 569,319 | 622,124 |
Granted (in shares) | 0 | 37,500 | 0 |
Exercised (in shares) | (175,125) | (119,096) | (52,805) |
Forfeited (in shares) | (6,000) | (750) | |
Expired (in shares) | (28,624) | ||
Ending balance (in shares) | 277,224 | 458,349 | 569,319 |
Weighted Average Exercise Price (in dollars per share) | |||
Begininng balance (in dollars per share) | $ 16.57 | $ 15.88 | $ 15.48 |
Granted (in dollars per share) | 25.44 | ||
Exercised (in dollars per share) | 19.08 | 15.13 | 11.18 |
Forfeited (in dollars per share) | 18.22 | 9.74 | |
Expired (in dollars per share) | 20.56 | ||
Ending balance (in dollars per share) | $ 14.95 | $ 16.57 | $ 15.88 |
Weighted Average Remaining Contractual Life (in years) | 4 years 7 days | ||
Aggregate Intrinsic Value | $ 7,401,000 |
Equity-Based Compensation (Aggr
Equity-Based Compensation (Aggregate Intrinsic Value of Options Exercised and Aggregate Fair Value of Restricted Stock Units and Restricted Shares that Vested) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate intrinsic value of options exercised | $ 2,439 | $ 1,089 | $ 326 |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate fair value of vested share-based payment award | 4,368 | 6,578 | 2,416 |
Restricted shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate fair value of vested share-based payment award | 247 | 111 | 364 |
Deferred stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate fair value of vested share-based payment award | $ 443 | $ 0 | $ 0 |
Equity-Based Compensation (Su99
Equity-Based Compensation (Summary of Information about Restricted Stock Units and Weighted Average Grant Date Fair Value) (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restricted shares | |||
Restricted Stock Units / Restricted Stock (in shares) | |||
Balance at beginning of period | 21,485 | ||
Granted | 3,185 | 21,318 | 21,721 |
Vested | (17,309) | ||
Forfeited | 0 | ||
Balance at end of period | 7,361 | 21,485 | |
Weighted Average Grant Date Fair Value (in dollars per share) | |||
Balance at beginning of period | $ 17.59 | ||
Granted | 29.30 | $ 17.48 | $ 16.76 |
Vested | 19.65 | ||
Forfeited | 0 | ||
Balance at end of period | $ 17.07 | $ 17.59 | |
Performance Shares | |||
Restricted Stock Units / Restricted Stock (in shares) | |||
Balance at beginning of period | 396,714 | ||
Granted | 0 | 396,714 | 0 |
Vested | 0 | ||
Forfeited | 0 | ||
Balance at end of period | 396,714 | 396,714 | |
Weighted Average Grant Date Fair Value (in dollars per share) | |||
Balance at beginning of period | $ 19.78 | ||
Granted | 0 | $ 19.78 | $ 0 |
Vested | 0 | ||
Forfeited | 0 | ||
Balance at end of period | $ 19.78 | $ 19.78 | |
Restricted stock units | |||
Restricted Stock Units / Restricted Stock (in shares) | |||
Balance at beginning of period | 548,815 | ||
Granted | 141,982 | 212,419 | 218,857 |
Vested | (131,369) | ||
Forfeited | (23,264) | ||
Balance at end of period | 536,164 | 548,815 | |
Weighted Average Grant Date Fair Value (in dollars per share) | |||
Balance at beginning of period | $ 15.22 | ||
Granted | 25.44 | $ 17.78 | $ 16.96 |
Vested | 15.64 | ||
Forfeited | 16.18 | ||
Balance at end of period | $ 17.79 | $ 15.22 | |
Deferred stock units | |||
Restricted Stock Units / Restricted Stock (in shares) | |||
Balance at beginning of period | 0 | ||
Granted | 11,945 | 0 | 0 |
Vested | 0 | ||
Forfeited | 0 | ||
Balance at end of period | 11,945 | 0 | |
Weighted Average Grant Date Fair Value (in dollars per share) | |||
Balance at beginning of period | $ 0 | ||
Granted | 29.30 | $ 0 | $ 0 |
Vested | 0 | ||
Forfeited | 0 | ||
Balance at end of period | $ 29.30 | $ 0 |
Equity-Based Compensation (S100
Equity-Based Compensation (Schedule of Compensation Expense Recognized from Change in Fair Value and Vesting of Performance Stock Units) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Performance Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Performance stock unit compensation expense | $ 10,377 | $ 6,965 | $ 31 |
Equity-Based Compensation (Cash
Equity-Based Compensation (Cash Paid to Settle Liability Awards) (Details) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
MSPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock units credited | $ 3,137 | $ 1,901 | $ 2,120 |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock units credited | $ 198,155 | $ 94,047 | $ 119,105 |
Restricted stock units balance, vested and unvested | 646,669 | 519,668 | 647,371 |
Management | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
MSPP expense (in thousands) | $ 8,565 | $ 2,767 | $ 329 |
Equity-Based Compensation (PSUs
Equity-Based Compensation (PSUs Eligible for Conversion to Cash) (Details) - Performance Shares - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity Based Compensation Percent Of Targeted Performance Stock Units Earned | 200.00% | 200.00% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 256,000 | 438,000 | ||
Percentage earned on target shares | 50.00% | |||
Units earned based on target units | 237,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Units Earned and Convertible to Cash | 128,000 | 219,000 | 231,000 | 114,000 |
Aggregate fair value of vested share-based payment award | $ 3,100 | $ 4,039 | $ 4,233 |
Derivative Instruments and H103
Derivative Instruments and Hedging Activities (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Derivative [Line Items] | ||
Total non-designated derivative realized loss, net | $ 0 | $ 5,150 |
Foreign exchange options | ||
Derivative [Line Items] | ||
Total non-designated derivative realized loss, net | 0 | 5,736 |
Commodity options | ||
Derivative [Line Items] | ||
Total non-designated derivative realized loss, net | $ 0 | $ (399) |
Derivative Instruments and H104
Derivative Instruments and Hedging Activities (Derivatives Not Designated as Hedging Instruments) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Derivative [Line Items] | ||
Total non-designated derivative realized (gain) loss, net | $ 0 | $ (5,150) |
Commodity options | ||
Derivative [Line Items] | ||
Total non-designated derivative realized (gain) loss, net | 0 | 399 |
Foreign exchange forwards | ||
Derivative [Line Items] | ||
Total non-designated derivative realized (gain) loss, net | 0 | 187 |
Foreign exchange options | ||
Derivative [Line Items] | ||
Total non-designated derivative realized (gain) loss, net | $ 0 | $ (5,736) |
Derivative Instruments and H105
Derivative Instruments and Hedging Activities (Fair Value of Derivatives) (Details) - Derivatives not designated as hedging instruments - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Foreign exchange options | Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset | $ 0 | $ 1,792 |
Foreign exchange forwards | Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability | $ 0 | $ 14 |
Fair Value Measurements (Fair V
Fair Value Measurements (Fair Value of Assets (Liabilities)) (Details) - Level 2 - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Other current assets | Foreign exchange options | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value, Net Asset (Liability) | $ 0 | $ 1,792 |
Accrued expenses | Foreign exchange forwards | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value, Net Asset (Liability) | $ 0 | $ 14 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 31, 2013 |
Extinguishment of Debt [Line Items] | |||
Carrying value of outstanding debt | $ 209,637,000 | $ 209,282,000 | |
Senior Subordinated 6.25% Notes | |||
Extinguishment of Debt [Line Items] | |||
Carrying value of outstanding debt | $ 210,000,000 | $ 210,000,000 | |
Senior Subordinated Notes, interest rate | 6.25% | 6.25% | 6.25% |
Fair Value | |||
Extinguishment of Debt [Line Items] | |||
Fair value of debt, gross | $ 219,898,000 | $ 217,925,000 |
Exit Activity Costs and Asse108
Exit Activity Costs and Asset Impairments (Narrative) (Details) $ in Thousands | Apr. 15, 2016USD ($) | Jun. 30, 2017facility | Dec. 31, 2016USD ($)facility | Dec. 31, 2015USD ($)facility | Dec. 31, 2014USD ($) |
Restructuring Cost and Reserve [Line Items] | |||||
Exit activity charges | $ 13,747 | $ 3,123 | $ 1,671 | ||
Restructuring impairment charges | 7,530 | 8,504 | 208 | ||
Exit activity costs | $ 6,217 | $ 1,418 | 2,126 | ||
Number of consolidated facilities to be closed | facility | 7 | 4 | |||
Sale leaseback gain | $ 6,799 | 663 | |||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | $ 8,800 | ||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Net of Tax | 2,000 | ||||
Net proceeds from sale of business | $ 8,300 | $ 8,250 | $ 0 | $ 0 | |
Forecast | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Number of consolidated facilities to be closed | facility | 5 |
Exit Activity Costs and Asse109
Exit Activity Costs and Asset Impairments (Schedule Of Asset Impairment Charges Related To Restructuring Activities) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | $ 7,530 | $ 8,504 | $ 208 |
Exit activity costs | 6,217 | 1,418 | 2,126 |
Gain on sale leaseback | (6,799) | (663) | |
Total exit activity costs & asset impairments | 13,747 | 3,123 | 1,671 |
Corporate | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | 0 | 0 | 0 |
Exit activity costs | 58 | 0 | 0 |
Gain on sale leaseback | 0 | 0 | |
Total exit activity costs & asset impairments | 58 | 0 | 0 |
Residential Products | Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | 1,459 | 6,495 | 83 |
Exit activity costs | 1,074 | 1,256 | 1,332 |
Gain on sale leaseback | (6,799) | (663) | |
Total exit activity costs & asset impairments | 2,533 | 952 | 752 |
Industrial and Infrastructure Products | Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | 4,221 | 2,009 | 125 |
Exit activity costs | 4,546 | 162 | 794 |
Gain on sale leaseback | 0 | 0 | |
Total exit activity costs & asset impairments | $ 8,767 | $ 2,171 | $ 919 |
Exit Activity Costs and Asse110
Exit Activity Costs and Asset Impairments (Summary Of Exit Activity Costs And Asset Impairments by Segment) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | $ 7,530 | $ 8,504 | $ 208 |
Exit activity costs | 6,217 | 1,418 | 2,126 |
Gain on sale leaseback | (6,799) | (663) | |
Total exit activity costs & asset impairments | 13,747 | 3,123 | 1,671 |
Corporate | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | 0 | 0 | 0 |
Exit activity costs | 58 | 0 | 0 |
Gain on sale leaseback | 0 | 0 | |
Total exit activity costs & asset impairments | 58 | 0 | 0 |
Residential Products | Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | 1,459 | 6,495 | 83 |
Exit activity costs | 1,074 | 1,256 | 1,332 |
Gain on sale leaseback | (6,799) | (663) | |
Total exit activity costs & asset impairments | 2,533 | 952 | 752 |
Industrial and Infrastructure Products | Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | 4,221 | 2,009 | 125 |
Exit activity costs | 4,546 | 162 | 794 |
Gain on sale leaseback | 0 | 0 | |
Total exit activity costs & asset impairments | 8,767 | 2,171 | 919 |
Renewable Energy & Conservation | Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | 1,850 | 0 | 0 |
Exit activity costs | 539 | 0 | 0 |
Gain on sale leaseback | 0 | 0 | |
Total exit activity costs & asset impairments | $ 2,389 | $ 0 | $ 0 |
Exit Activity Costs and Asse111
Exit Activity Costs and Asset Impairments (Summary Of Exit Activity Costs And Asset Impairments Recorded in the Consolidated Statements of Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||
Total exit activity costs & asset impairments | $ 13,747 | $ 3,123 | $ 1,671 |
Cost of sales | |||
Restructuring Cost and Reserve [Line Items] | |||
Total exit activity costs & asset impairments | 9,922 | 9,381 | 843 |
Selling, general, and administrative expense | |||
Restructuring Cost and Reserve [Line Items] | |||
Total exit activity costs & asset impairments | $ 3,825 | $ (6,258) | $ 828 |
Exit Activity Costs and Asse112
Exit Activity Costs and Asset Impairments (Reconciles Of Liability For Exit Activity Costs Relating To Facility Consolidation Efforts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring Reserve [Roll Forward] | |||
Balance as of | $ 603 | $ 575 | |
Exit activity costs recognized | 6,217 | 1,418 | $ 2,126 |
Cash payments | (3,076) | (1,390) | |
Balance as of | $ 3,744 | $ 603 | $ 575 |
Income Taxes (Components of Inc
Income Taxes (Components of Income (Loss) before Taxes from Continuing Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 37,316 | $ 40,176 | $ (87,179) |
Foreign | 12,667 | (3,076) | 2,429 |
Income (loss) before taxes | $ 49,983 | $ 37,100 | $ (84,750) |
Income Taxes (Benefit of) Provi
Income Taxes (Benefit of) Provision for Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current: | |||
(Benefit of) provision for income taxes | $ (26) | $ (16) | $ (19) |
Deferred: | |||
Total deferred | (4,893) | (2,051) | (6,640) |
Provision for income taxes | 16,264 | 13,624 | (2,958) |
Continuing Operations | |||
Current: | |||
U.S. Federal | 14,703 | 12,294 | 1,684 |
State | 2,987 | 2,010 | 1,265 |
Foreign | 3,467 | 1,371 | 733 |
Total current | 21,157 | 15,675 | 3,682 |
Deferred: | |||
U.S. Federal | (5,404) | (178) | (6,373) |
State | 1,595 | 273 | (203) |
Foreign | (1,084) | (2,146) | (64) |
Total deferred | (4,893) | (2,051) | (6,640) |
Provision for income taxes | 16,264 | 13,624 | (2,958) |
Discontinued Operations | |||
Current: | |||
U.S. Federal | (24) | (15) | (18) |
State | (2) | (1) | (1) |
Foreign | 0 | 0 | 0 |
(Benefit of) provision for income taxes | $ (26) | $ (16) | $ (19) |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Loss Carryforwards [Line Items] | |||
Statutory tax rate, percentage | 35.00% | 35.00% | 35.00% |
Undistributed earnings of foreign subsidiaries | $ 28,751,000 | ||
Cash held in foreign operations | 26,351,000 | ||
Unrecognized tax benefits that would affect the effective tax rate | 636,000 | $ 859,000 | |
Deferred tax assets, net of operating losses | 23,284,000 | ||
Deferred tax assets, net of operating losses | $ 1,737,000 | ||
Minimum | |||
Operating Loss Carryforwards [Line Items] | |||
Statute of limitations expiration period, in years | 4 years | ||
Net operating loss carry forwards, expiration years | Dec. 31, 2016 | ||
Minimum | GERMANY | |||
Operating Loss Carryforwards [Line Items] | |||
Tax examination, years | 2,009 | ||
Maximum | |||
Operating Loss Carryforwards [Line Items] | |||
Statute of limitations expiration period, in years | 10 years | ||
Net operating loss carry forwards, expiration years | Dec. 31, 2036 | ||
Maximum | GERMANY | |||
Operating Loss Carryforwards [Line Items] | |||
Tax examination, years | 2,012 | ||
RBI | |||
Operating Loss Carryforwards [Line Items] | |||
Unrecognized tax benefits that would affect the effective tax rate | $ 2,830,000 | $ 3,017,000 |
Income Taxes (Provision for Inc
Income Taxes (Provision for Income Taxes from Continuing Operations Differs from the Federal Statutory Rate) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Statutory rate | $ 17,494 | $ 12,985 | $ (29,664) |
Intangible asset impairment | 341 | 0 | 26,637 |
State taxes, less federal effect | 3,033 | 1,845 | 606 |
Non-deductible expenses | 685 | 284 | 94 |
Non-deductible expenses | 556 | 2 | 233 |
Federal tax credits | (439) | (242) | (255) |
Uncertain tax positions | (154) | (344) | (169) |
Foreign rate differential | (677) | (6) | (311) |
Worthless stock deduction | (868) | 0 | 0 |
Domestic manufacturer's deduction | (1,363) | (795) | (60) |
Intercompany debt discharge | (2,389) | 0 | 0 |
Other | 45 | (105) | (69) |
Provision for income taxes | $ 16,264 | $ 13,624 | $ (2,958) |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Statutory rate | 35.00% | 35.00% | 35.00% |
Intangible asset impairment | 0.70% | 0.00% | (31.40%) |
State taxes, less federal effect | 6.10% | 5.00% | (0.70%) |
Change in valuation allowance | 1.40% | 0.70% | (0.10%) |
Non-deductible expenses | 1.10% | 0.00% | (0.30%) |
Federal tax credits | (0.90%) | (0.70%) | 0.30% |
Uncertain tax positions | (0.30%) | (0.90%) | 0.20% |
Foreign rate differential | (1.40%) | 0.00% | 0.40% |
Worthless stock deduction | (1.70%) | 0.00% | 0.00% |
Domestic manufacturer's deduction | (2.70%) | (2.10%) | 0.10% |
Intercompany debt discharge | (4.80%) | 0.00% | 0.00% |
Other | 0.00% | (0.30%) | 0.00% |
Effective income tax rate, percentage | 32.50% | 36.70% | 3.50% |
Income Taxes (Deferred Tax Liab
Income Taxes (Deferred Tax Liabilities (Assets)) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Income Tax Disclosure [Abstract] | ||
Depreciation | $ 17,367 | $ 18,667 |
Goodwill | 43,562 | 36,058 |
Intangible assets | 14,731 | 19,291 |
Other | 892 | 1,742 |
Deferred Tax Liabilities, Gross | 76,552 | 75,758 |
Equity compensation | (21,439) | (13,023) |
Other | (18,473) | (20,847) |
Gross deferred tax assets | (39,912) | (33,870) |
Valuation allowances | 1,362 | 766 |
Deferred tax assets, net of valuation allowances | (38,550) | (33,104) |
Gross deferred tax liabilities | $ 38,002 | $ 42,654 |
Income Taxes (Summary of Valuat
Income Taxes (Summary of Valuation Allowance) (Details) - Deferred Tax Valuation Allowance - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance as of January 1 | $ 766 | $ 400 | $ 306 |
Cost charged to the tax provision | 983 | 286 | 144 |
Currency translation | (338) | (78) | (50) |
Purchase accounting adjustment and divestiture | 0 | 158 | 0 |
Currency translation | (49) | 0 | 0 |
Balance as of December 31 | $ 1,362 | $ 766 | $ 400 |
Income Taxes (Income Taxes Paid
Income Taxes (Income Taxes Paid, Net of Tax Refunds) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Payments made for income taxes, net | $ (17,700) | $ (11,879) | $ (6,509) |
Income Taxes (Reconciliation of
Income Taxes (Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance as of | $ 3,876 | $ 1,414 | $ 1,694 |
Additions for tax positions of the current year | 33 | 148 | 180 |
Additions for tax positions of prior years | 0 | 2,955 | 93 |
Settlements and changes in judgment | (256) | (331) | (154) |
Lapses of applicable statute of limitations | 0 | (310) | (399) |
Balance as of | $ 3,466 | $ 3,876 | $ 1,414 |
Income Taxes (Interest (Net of
Income Taxes (Interest (Net of Federal Tax Benefit) and Penalties Recognized) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Interest and penalties recognized as income | $ (122) | $ (87) | $ (28) |
Earnings per Share (Narrative)
Earnings per Share (Narrative) (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Common Stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive number of shares | 653,000 | 643,000 | 503,000 |
Stock options, unvested restricted stock, and unvested restricted stock units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive number of shares | 211,000 |
Earnings per Share (Schedule of
Earnings per Share (Schedule of Computation of Basic and Diluted Earnings per Share) (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share [Abstract] | |||||||||||
Income (loss) from continuing operations | $ (7,708) | $ 13,786 | $ 18,612 | $ 9,029 | $ 220 | $ 13,632 | $ 4,087 | $ 5,537 | $ 33,719 | $ 23,476 | $ (81,792) |
Loss from discontinued operations | (44) | 0 | 0 | 0 | 0 | 0 | 0 | (28) | (44) | (28) | (32) |
Net income (loss) | $ (7,752) | $ 13,786 | $ 18,612 | $ 9,029 | $ 220 | $ 13,632 | $ 4,087 | $ 5,509 | $ 33,675 | $ 23,448 | $ (81,824) |
Weighted average shares outstanding (in shares) | 31,536 | 31,233 | 31,066 | ||||||||
Common stock options and restricted stock (in shares) | 533 | 312 | 0 | ||||||||
Weighted average shares and conversions (in shares) | 32,069 | 31,545 | 31,066 |
Commitments and Contingencie124
Commitments and Contingencies (Schedule of Rent Expense under Operating Leases) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Rent expense | $ 13,652 | $ 13,959 | $ 12,290 |
Commitments and Contingencie125
Commitments and Contingencies (Schedule of Future Minimum Lease Payments under Non-Cancelable Operating Leases) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,015 | $ 11,377 |
2,016 | 9,315 |
2,017 | 6,705 |
2,018 | 3,881 |
2,019 | 2,224 |
Thereafter | $ 2,781 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Officer | Leased Real Estate Properties | ||
Related Party Transaction [Line Items] | ||
Related party lease expense | $ 1,039,000 | $ 523,000 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2016segment | |
Segment Reporting Information, Revenue for Reportable Segment [Abstract] | |
Number of reportable segments | 3 |
Segment Information (Measuremen
Segment Information (Measurements Used by Management to Assess Performance of Segments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Net sales | $ 231,838 | $ 272,734 | $ 265,738 | $ 237,671 | $ 282,093 | $ 304,994 | $ 253,171 | $ 200,615 | $ 1,007,981 | $ 1,040,873 | $ 862,087 |
Income (loss) from operations: | 584 | $ 26,363 | $ 28,416 | $ 17,601 | 4,520 | $ 23,394 | $ 11,201 | $ 8,970 | 72,964 | 48,085 | (70,417) |
Depreciation and amortization | 24,114 | 30,548 | 25,432 | ||||||||
Total assets | 918,245 | 889,772 | 918,245 | 889,772 | 810,471 | ||||||
Capital expenditures | 10,779 | 12,373 | 23,291 | ||||||||
Operating Segments | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Income (loss) from operations: | 43,214 | 12,659 | 0 | ||||||||
Intersegment sales | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Net sales: | (1,495) | (1,536) | (1,260) | ||||||||
Unallocated Corporate Expenses | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Income (loss) from operations: | (36,797) | (26,959) | (12,199) | ||||||||
Depreciation and amortization | 377 | 662 | 823 | ||||||||
Total assets | 153,338 | 37,235 | 153,338 | 37,235 | 108,229 | ||||||
Capital expenditures | 377 | 328 | 135 | ||||||||
Residential Products | Operating Segments | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Net sales | 430,938 | 475,653 | 431,915 | ||||||||
Income (loss) from operations: | 65,241 | 46,804 | 16,416 | ||||||||
Depreciation and amortization | 9,297 | 9,967 | 10,699 | ||||||||
Total assets | 331,975 | 363,339 | 331,975 | 363,339 | 394,092 | ||||||
Capital expenditures | 5,182 | 3,328 | 12,731 | ||||||||
Industrial and Infrastructure Products | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Net sales | 295,018 | 376,688 | 430,172 | ||||||||
Industrial and Infrastructure Products | Operating Segments | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Net sales: | 296,513 | 378,224 | 431,432 | ||||||||
Income (loss) from operations: | 1,306 | 15,581 | (74,634) | ||||||||
Depreciation and amortization | 8,237 | 12,108 | 13,910 | ||||||||
Total assets | 225,691 | 273,987 | 225,691 | 273,987 | 308,150 | ||||||
Capital expenditures | 2,060 | 4,846 | 10,425 | ||||||||
Renewable Energy & Conservation | Operating Segments | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Net sales | 282,025 | 188,532 | 0 | ||||||||
Depreciation and amortization | 6,203 | 7,811 | 0 | ||||||||
Total assets | $ 207,241 | $ 215,211 | 207,241 | 215,211 | 0 | ||||||
Capital expenditures | $ 3,160 | $ 3,871 | $ 0 |
Segment Information (Net Sales
Segment Information (Net Sales by Region or Origin and Long-Lived Assets by Region of Domicile) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | $ 231,838 | $ 272,734 | $ 265,738 | $ 237,671 | $ 282,093 | $ 304,994 | $ 253,171 | $ 200,615 | $ 1,007,981 | $ 1,040,873 | $ 862,087 |
Long-lived assets | 112,226 | 122,947 | 112,226 | 122,947 | 131,781 | ||||||
North America | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 963,797 | 968,414 | 816,473 | ||||||||
Long-lived assets | 108,334 | 110,571 | 108,334 | 110,571 | 122,824 | ||||||
Europe | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 19,447 | 48,216 | 45,614 | ||||||||
Long-lived assets | 2,900 | 11,084 | 2,900 | 11,084 | 8,957 | ||||||
Asia | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 24,737 | 24,243 | 0 | ||||||||
Long-lived assets | $ 992 | $ 1,292 | $ 992 | $ 1,292 | $ 0 |
Supplemental Financial Infor130
Supplemental Financial Information (Narrative) (Details) | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 31, 2013 |
Senior Subordinated 6.25% Notes | |||
Debt Instrument [Line Items] | |||
Senior Subordinated Notes, interest rate | 6.25% | 6.25% | 6.25% |
Supplemental Financial Infor131
Supplemental Financial Information (Consolidating Statements of Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Condensed Income Statements, Captions [Line Items] | |||||||||||
Net sales | $ 231,838 | $ 272,734 | $ 265,738 | $ 237,671 | $ 282,093 | $ 304,994 | $ 253,171 | $ 200,615 | $ 1,007,981 | $ 1,040,873 | $ 862,087 |
Cost of sales | 763,219 | 853,897 | 722,042 | ||||||||
Gross profit | 53,882 | 67,887 | 68,843 | 54,150 | 51,546 | 61,396 | 44,119 | 29,915 | 244,762 | 186,976 | 140,045 |
Selling, general, and administrative expense | 161,623 | 134,028 | 102,492 | ||||||||
Intangible asset impairment | 10,175 | 4,863 | 107,970 | ||||||||
Income (loss) from operations | 584 | 26,363 | 28,416 | 17,601 | 4,520 | 23,394 | 11,201 | 8,970 | 72,964 | 48,085 | (70,417) |
Interest expense | 3,595 | 3,625 | 3,666 | 3,691 | 3,614 | 3,878 | 3,811 | 3,700 | 14,577 | 15,003 | 14,421 |
Other expense (income) | 8,404 | (4,018) | (88) | ||||||||
Income (loss) before taxes | 49,983 | 37,100 | (84,750) | ||||||||
Provision for (benefit of) income taxes | 16,264 | 13,624 | (2,958) | ||||||||
Income (loss) from continuing operations | (7,708) | 13,786 | 18,612 | 9,029 | 220 | 13,632 | 4,087 | 5,537 | 33,719 | 23,476 | (81,792) |
Loss before taxes | (70) | (44) | (51) | ||||||||
Benefit of income taxes | (26) | (16) | (19) | ||||||||
Loss from discontinued operations | (44) | 0 | 0 | 0 | 0 | 0 | 0 | (28) | (44) | (28) | (32) |
Equity in earnings from subsidiaries | 0 | 0 | 0 | ||||||||
Net income (loss) | $ (7,752) | $ 13,786 | $ 18,612 | $ 9,029 | $ 220 | $ 13,632 | $ 4,087 | $ 5,509 | 33,675 | 23,448 | (81,824) |
Gibraltar Industries, Inc. | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Cost of sales | 0 | 0 | 0 | ||||||||
Gross profit | 0 | 0 | 0 | ||||||||
Selling, general, and administrative expense | 14,302 | 133 | 128 | ||||||||
Intangible asset impairment | 0 | 0 | 0 | ||||||||
Income (loss) from operations | (14,302) | (133) | (128) | ||||||||
Interest expense | 13,609 | 13,609 | 13,568 | ||||||||
Other expense (income) | 8,716 | 50 | 144 | ||||||||
Income (loss) before taxes | (36,627) | (13,792) | (13,840) | ||||||||
Provision for (benefit of) income taxes | (11,768) | (4,427) | (4,381) | ||||||||
Income (loss) from continuing operations | (24,859) | (9,365) | (9,459) | ||||||||
Loss before taxes | 0 | 0 | 0 | ||||||||
Benefit of income taxes | 0 | 0 | 0 | ||||||||
Loss from discontinued operations | 0 | 0 | 0 | ||||||||
Equity in earnings from subsidiaries | 57,857 | 36,401 | (71,191) | ||||||||
Net income (loss) | 32,998 | 27,036 | (80,650) | ||||||||
Guarantor Subsidiaries | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Net sales | 950,945 | 960,614 | 792,078 | ||||||||
Cost of sales | 722,315 | 785,085 | 661,041 | ||||||||
Gross profit | 228,630 | 175,529 | 131,037 | ||||||||
Selling, general, and administrative expense | 137,867 | 116,529 | 95,735 | ||||||||
Intangible asset impairment | 7,980 | 4,863 | 107,970 | ||||||||
Income (loss) from operations | 82,783 | 54,137 | (72,668) | ||||||||
Interest expense | 1,042 | 1,469 | 995 | ||||||||
Other expense (income) | (12) | (3,801) | (328) | ||||||||
Income (loss) before taxes | 81,753 | 56,469 | (73,335) | ||||||||
Provision for (benefit of) income taxes | 27,551 | 18,827 | 753 | ||||||||
Income (loss) from continuing operations | 54,202 | 37,642 | (74,088) | ||||||||
Loss before taxes | (70) | (44) | (51) | ||||||||
Benefit of income taxes | (26) | (16) | (19) | ||||||||
Loss from discontinued operations | (44) | (28) | (32) | ||||||||
Equity in earnings from subsidiaries | 3,699 | (1,213) | 2,929 | ||||||||
Net income (loss) | 57,857 | 36,401 | (71,191) | ||||||||
Non-Guarantor Subsidiaries | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Net sales | 78,184 | 109,984 | 88,096 | ||||||||
Cost of sales | 62,729 | 94,949 | 77,914 | ||||||||
Gross profit | 15,455 | 15,035 | 10,182 | ||||||||
Selling, general, and administrative expense | 9,454 | 17,366 | 6,629 | ||||||||
Intangible asset impairment | 2,195 | 0 | 0 | ||||||||
Income (loss) from operations | 3,806 | (2,331) | 3,553 | ||||||||
Interest expense | (74) | (75) | (142) | ||||||||
Other expense (income) | (300) | (267) | 96 | ||||||||
Income (loss) before taxes | 4,180 | (1,989) | 3,599 | ||||||||
Provision for (benefit of) income taxes | 481 | (776) | 670 | ||||||||
Income (loss) from continuing operations | 3,699 | (1,213) | 2,929 | ||||||||
Loss before taxes | 0 | 0 | 0 | ||||||||
Benefit of income taxes | 0 | 0 | 0 | ||||||||
Loss from discontinued operations | 0 | 0 | 0 | ||||||||
Equity in earnings from subsidiaries | 0 | 0 | 0 | ||||||||
Net income (loss) | 3,699 | (1,213) | 2,929 | ||||||||
Eliminations | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Net sales | (21,148) | (29,725) | (18,087) | ||||||||
Cost of sales | (21,825) | (26,137) | (16,913) | ||||||||
Gross profit | 677 | (3,588) | (1,174) | ||||||||
Selling, general, and administrative expense | 0 | 0 | 0 | ||||||||
Intangible asset impairment | 0 | 0 | 0 | ||||||||
Income (loss) from operations | 677 | (3,588) | (1,174) | ||||||||
Interest expense | 0 | 0 | 0 | ||||||||
Other expense (income) | 0 | 0 | 0 | ||||||||
Income (loss) before taxes | 677 | (3,588) | (1,174) | ||||||||
Provision for (benefit of) income taxes | 0 | 0 | 0 | ||||||||
Income (loss) from continuing operations | 677 | (3,588) | (1,174) | ||||||||
Loss before taxes | 0 | 0 | 0 | ||||||||
Benefit of income taxes | 0 | 0 | 0 | ||||||||
Loss from discontinued operations | 0 | 0 | 0 | ||||||||
Equity in earnings from subsidiaries | (61,556) | (35,188) | 68,262 | ||||||||
Net income (loss) | $ (60,879) | $ (38,776) | $ 67,088 |
Supplemental Financial Infor132
Supplemental Financial Information (Consolidating Statements of Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net income (loss) | $ (7,752) | $ 13,786 | $ 18,612 | $ 9,029 | $ 220 | $ 13,632 | $ 4,087 | $ 5,509 | $ 33,675 | $ 23,448 | $ (81,824) |
Other comprehensive income: | |||||||||||
Foreign currency translation adjustment | 6,945 | (6,228) | (4,364) | ||||||||
Unrealized loss on cash flow hedges, net of tax | 0 | 143 | (143) | ||||||||
Adjustment to retirement benefit liability, net of tax | 55 | 49 | (24) | ||||||||
Adjustment to post-retirement healthcare benefit liability, net of tax | 695 | 171 | (1,435) | ||||||||
Other comprehensive income (loss) | 7,695 | (5,865) | (5,966) | ||||||||
Total comprehensive income (loss) | 41,370 | 17,583 | (87,790) | ||||||||
Gibraltar Industries, Inc. | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net income (loss) | 32,998 | 27,036 | (80,650) | ||||||||
Other comprehensive income: | |||||||||||
Foreign currency translation adjustment | 0 | 0 | 0 | ||||||||
Unrealized loss on cash flow hedges, net of tax | 0 | 0 | |||||||||
Adjustment to retirement benefit liability, net of tax | 0 | 0 | 0 | ||||||||
Adjustment to post-retirement healthcare benefit liability, net of tax | 0 | 0 | 0 | ||||||||
Other comprehensive income (loss) | 0 | 0 | 0 | ||||||||
Total comprehensive income (loss) | 32,998 | 27,036 | (80,650) | ||||||||
Guarantor Subsidiaries | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net income (loss) | 57,857 | 36,401 | (71,191) | ||||||||
Other comprehensive income: | |||||||||||
Foreign currency translation adjustment | 0 | 0 | 0 | ||||||||
Unrealized loss on cash flow hedges, net of tax | 143 | (143) | |||||||||
Adjustment to retirement benefit liability, net of tax | 55 | 34 | 3 | ||||||||
Adjustment to post-retirement healthcare benefit liability, net of tax | 695 | 171 | (1,435) | ||||||||
Other comprehensive income (loss) | 750 | 348 | (1,575) | ||||||||
Total comprehensive income (loss) | 58,607 | 36,749 | (72,766) | ||||||||
Non-Guarantor Subsidiaries | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net income (loss) | 3,699 | (1,213) | 2,929 | ||||||||
Other comprehensive income: | |||||||||||
Foreign currency translation adjustment | 6,945 | (6,228) | (4,364) | ||||||||
Unrealized loss on cash flow hedges, net of tax | 0 | 0 | |||||||||
Adjustment to retirement benefit liability, net of tax | 0 | 15 | (27) | ||||||||
Adjustment to post-retirement healthcare benefit liability, net of tax | 0 | 0 | 0 | ||||||||
Other comprehensive income (loss) | 6,945 | (6,213) | (4,391) | ||||||||
Total comprehensive income (loss) | 10,644 | (7,426) | (1,462) | ||||||||
Eliminations | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net income (loss) | (60,879) | (38,776) | 67,088 | ||||||||
Other comprehensive income: | |||||||||||
Foreign currency translation adjustment | 0 | 0 | 0 | ||||||||
Unrealized loss on cash flow hedges, net of tax | 0 | 0 | |||||||||
Adjustment to retirement benefit liability, net of tax | 0 | 0 | 0 | ||||||||
Adjustment to post-retirement healthcare benefit liability, net of tax | 0 | 0 | 0 | ||||||||
Other comprehensive income (loss) | 0 | 0 | 0 | ||||||||
Total comprehensive income (loss) | $ (60,879) | $ (38,776) | $ 67,088 |
Supplemental Financial Infor133
Supplemental Financial Information (Consolidating Balance Sheets) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Current assets: | ||||
Cash and cash equivalents | $ 170,177 | $ 68,858 | $ 110,610 | $ 97,039 |
Accounts receivable, net | 124,072 | 164,969 | ||
Intercompany balances | 0 | 0 | ||
Inventories | 89,612 | 107,058 | ||
Other current assets | 7,336 | 10,537 | ||
Total current assets | 391,197 | 351,422 | ||
Property, plant, and equipment, net | 108,304 | 118,932 | ||
Goodwill | 304,032 | 292,390 | 236,044 | |
Acquired intangibles | 110,790 | 123,013 | ||
Other assets | 3,922 | 4,015 | ||
Investment in subsidiaries | 0 | 0 | ||
Total assets | 918,245 | 889,772 | 810,471 | |
Current liabilities: | ||||
Accounts payable | 69,944 | 89,204 | ||
Accrued expenses | 70,392 | 67,605 | ||
Billings in Excess of Cost | 11,352 | 28,186 | ||
Current maturities of long-term debt | 400 | 400 | ||
Total current liabilities | 152,088 | 185,395 | ||
Long-term debt | 209,237 | 208,882 | ||
Deferred income taxes | 38,002 | 42,654 | ||
Other non-current liabilities | 58,038 | 42,755 | ||
Total shareholders’ equity | 460,880 | 410,086 | 387,229 | 471,749 |
Total liabilities and shareholders' equity | 918,245 | 889,772 | ||
Gibraltar Industries, Inc. | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 0 | 0 | ||
Intercompany balances | (615) | 15,023 | ||
Inventories | 0 | 0 | ||
Other current assets | 13,783 | 4,535 | ||
Total current assets | 13,168 | 19,558 | ||
Property, plant, and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Acquired intangibles | 0 | 0 | ||
Other assets | 0 | 0 | ||
Investment in subsidiaries | 663,118 | 603,208 | ||
Total assets | 676,286 | 622,766 | ||
Current liabilities: | ||||
Accounts payable | 0 | 0 | ||
Accrued expenses | 7,369 | 5,127 | ||
Billings in Excess of Cost | 0 | 0 | ||
Current maturities of long-term debt | 0 | 0 | ||
Total current liabilities | 7,369 | 5,127 | ||
Long-term debt | 208,037 | 207,553 | ||
Deferred income taxes | 0 | 0 | ||
Other non-current liabilities | 0 | 0 | ||
Total shareholders’ equity | 460,880 | 410,086 | ||
Total liabilities and shareholders' equity | 676,286 | 622,766 | ||
Guarantor Subsidiaries | ||||
Current assets: | ||||
Cash and cash equivalents | 143,826 | 39,597 | 91,466 | 75,856 |
Accounts receivable, net | 117,526 | 142,674 | ||
Intercompany balances | 6,152 | 12,033 | ||
Inventories | 85,483 | 99,132 | ||
Other current assets | (10,070) | 2,957 | ||
Total current assets | 342,917 | 296,393 | ||
Property, plant, and equipment, net | 104,642 | 106,413 | ||
Goodwill | 282,300 | 270,017 | ||
Acquired intangibles | 101,520 | 111,734 | ||
Other assets | 3,922 | 4,015 | ||
Investment in subsidiaries | 58,477 | 54,792 | ||
Total assets | 893,778 | 843,364 | ||
Current liabilities: | ||||
Accounts payable | 66,363 | 81,551 | ||
Accrued expenses | 60,004 | 55,363 | ||
Billings in Excess of Cost | 9,301 | 20,548 | ||
Current maturities of long-term debt | 400 | 400 | ||
Total current liabilities | 136,068 | 157,862 | ||
Long-term debt | 1,200 | 1,329 | ||
Deferred income taxes | 35,354 | 38,763 | ||
Other non-current liabilities | 58,038 | 42,202 | ||
Total shareholders’ equity | 663,118 | 603,208 | ||
Total liabilities and shareholders' equity | 893,778 | 843,364 | ||
Non-Guarantor Subsidiaries | ||||
Current assets: | ||||
Cash and cash equivalents | 26,351 | 29,261 | 19,144 | 21,183 |
Accounts receivable, net | 6,546 | 22,295 | ||
Intercompany balances | (5,537) | (27,056) | ||
Inventories | 4,129 | 7,926 | ||
Other current assets | 3,623 | 3,045 | ||
Total current assets | 35,112 | 35,471 | ||
Property, plant, and equipment, net | 3,662 | 12,519 | ||
Goodwill | 21,732 | 22,373 | ||
Acquired intangibles | 9,270 | 11,279 | ||
Other assets | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Total assets | 69,776 | 81,642 | ||
Current liabilities: | ||||
Accounts payable | 3,581 | 7,653 | ||
Accrued expenses | 3,019 | 7,115 | ||
Billings in Excess of Cost | 2,051 | 7,638 | ||
Current maturities of long-term debt | 0 | 0 | ||
Total current liabilities | 8,651 | 22,406 | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 2,648 | 3,891 | ||
Other non-current liabilities | 0 | 553 | ||
Total shareholders’ equity | 58,477 | 54,792 | ||
Total liabilities and shareholders' equity | 69,776 | 81,642 | ||
Eliminations | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Accounts receivable, net | 0 | 0 | ||
Intercompany balances | 0 | 0 | ||
Inventories | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | 0 | 0 | ||
Property, plant, and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Acquired intangibles | 0 | 0 | ||
Other assets | 0 | 0 | ||
Investment in subsidiaries | (721,595) | (658,000) | ||
Total assets | (721,595) | (658,000) | ||
Current liabilities: | ||||
Accounts payable | 0 | 0 | ||
Accrued expenses | 0 | 0 | ||
Billings in Excess of Cost | 0 | 0 | ||
Current maturities of long-term debt | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Other non-current liabilities | 0 | 0 | ||
Total shareholders’ equity | (721,595) | (658,000) | ||
Total liabilities and shareholders' equity | $ (721,595) | $ (658,000) |
Supplemental Financial Infor134
Supplemental Financial Information (Condensed Consolidating Statements of Cash Flows) (Details) - USD ($) $ in Thousands | Apr. 15, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Condensed Cash Flow Statements, Captions [Line Items] | ||||
Net cash (used in) provided by operating activities of continuing operations | $ 122,738 | $ 86,684 | $ 32,583 | |
Net cash used in operating activities of discontinued operations | 0 | 0 | (41) | |
Net cash provided by operating activities | 122,738 | 86,684 | 32,542 | |
Cash Flows from Investing Activities | ||||
Other, net | 1,118 | 1,154 | 277 | |
Purchases of property, plant, and equipment | (10,779) | (12,373) | (23,291) | |
Acquisitions, net of cash acquired | (23,412) | (140,621) | 0 | |
Net proceeds from sale of property and equipment | 953 | 26,500 | 5,992 | |
Net proceeds from sale of business | $ 8,300 | 8,250 | 0 | 0 |
Net cash used in investing activities | (23,870) | (125,340) | (17,022) | |
Cash Flows from Financing Activities | ||||
Long-term debt payments | (400) | (73,642) | (407) | |
Proceeds from long-term debt | 0 | 73,242 | 0 | |
Payment of debt issuance costs | (54) | (1,166) | (35) | |
Purchase of treasury stock at market prices | (1,539) | (956) | (575) | |
Intercompany financing | 0 | 0 | 0 | |
Excess tax benefit from stock compensation | 1,249 | 537 | 100 | |
Net proceeds from issuance of common stock | 3,341 | 1,801 | 595 | |
Net cash provided by (used in) financing activities | 2,597 | (184) | (322) | |
Effect of exchange rate changes on cash | (146) | (2,912) | (1,627) | |
Net increase (decrease) in cash and cash equivalents | 101,319 | (41,752) | 13,571 | |
Cash and cash equivalents at beginning of year | 68,858 | 110,610 | 97,039 | |
Cash and cash equivalents at end of year | 170,177 | 68,858 | 110,610 | |
Gibraltar Industries, Inc. | ||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||
Net cash (used in) provided by operating activities of continuing operations | (13,437) | |||
Net cash used in operating activities of discontinued operations | 0 | |||
Net cash provided by operating activities | (34,243) | (13,309) | (13,437) | |
Cash Flows from Investing Activities | ||||
Other, net | 0 | 0 | 0 | |
Purchases of property, plant, and equipment | 0 | 0 | 0 | |
Acquisitions, net of cash acquired | 0 | 0 | ||
Net proceeds from sale of property and equipment | 0 | 0 | 0 | |
Net proceeds from sale of business | 0 | |||
Net cash used in investing activities | 0 | 0 | 0 | |
Cash Flows from Financing Activities | ||||
Long-term debt payments | 0 | 0 | 0 | |
Proceeds from long-term debt | 0 | |||
Payment of debt issuance costs | 0 | 0 | 0 | |
Purchase of treasury stock at market prices | (1,539) | (956) | (575) | |
Intercompany financing | 31,192 | 11,927 | 13,317 | |
Excess tax benefit from stock compensation | 1,249 | 537 | 100 | |
Net proceeds from issuance of common stock | 3,341 | 1,801 | 595 | |
Net cash provided by (used in) financing activities | 34,243 | 13,309 | 13,437 | |
Effect of exchange rate changes on cash | 0 | 0 | 0 | |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 | |
Cash and cash equivalents at beginning of year | 0 | 0 | 0 | |
Cash and cash equivalents at end of year | 0 | 0 | 0 | |
Guarantor Subsidiaries | ||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||
Net cash (used in) provided by operating activities of continuing operations | 40,820 | |||
Net cash used in operating activities of discontinued operations | (41) | |||
Net cash provided by operating activities | 139,641 | 94,440 | 40,779 | |
Cash Flows from Investing Activities | ||||
Other, net | 1,118 | 1,154 | 277 | |
Purchases of property, plant, and equipment | (10,321) | (11,754) | (19,286) | |
Acquisitions, net of cash acquired | (23,412) | (114,145) | ||
Net proceeds from sale of property and equipment | 230 | 26,500 | 5,989 | |
Net proceeds from sale of business | 0 | |||
Net cash used in investing activities | (32,385) | (98,245) | (13,020) | |
Cash Flows from Financing Activities | ||||
Long-term debt payments | (400) | (73,642) | (407) | |
Proceeds from long-term debt | 73,242 | |||
Payment of debt issuance costs | (54) | (1,166) | (35) | |
Purchase of treasury stock at market prices | 0 | 0 | 0 | |
Intercompany financing | (2,573) | (46,498) | (11,707) | |
Excess tax benefit from stock compensation | 0 | 0 | 0 | |
Net proceeds from issuance of common stock | 0 | 0 | 0 | |
Net cash provided by (used in) financing activities | (3,027) | (48,064) | (12,149) | |
Effect of exchange rate changes on cash | 0 | 0 | 0 | |
Net increase (decrease) in cash and cash equivalents | 104,229 | (51,869) | 15,610 | |
Cash and cash equivalents at beginning of year | 39,597 | 91,466 | 75,856 | |
Cash and cash equivalents at end of year | 143,826 | 39,597 | 91,466 | |
Non-Guarantor Subsidiaries | ||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||
Net cash (used in) provided by operating activities of continuing operations | 5,200 | |||
Net cash used in operating activities of discontinued operations | 0 | |||
Net cash provided by operating activities | 17,340 | 5,553 | 5,200 | |
Cash Flows from Investing Activities | ||||
Other, net | 0 | 0 | 0 | |
Purchases of property, plant, and equipment | (458) | (619) | (4,005) | |
Acquisitions, net of cash acquired | 0 | (26,476) | ||
Net proceeds from sale of property and equipment | 723 | 0 | 3 | |
Net proceeds from sale of business | 8,250 | |||
Net cash used in investing activities | 8,515 | (27,095) | (4,002) | |
Cash Flows from Financing Activities | ||||
Long-term debt payments | 0 | 0 | 0 | |
Proceeds from long-term debt | 0 | |||
Payment of debt issuance costs | 0 | 0 | 0 | |
Purchase of treasury stock at market prices | 0 | 0 | 0 | |
Intercompany financing | (28,619) | 34,571 | (1,610) | |
Excess tax benefit from stock compensation | 0 | 0 | 0 | |
Net proceeds from issuance of common stock | 0 | 0 | 0 | |
Net cash provided by (used in) financing activities | (28,619) | 34,571 | (1,610) | |
Effect of exchange rate changes on cash | (146) | (2,912) | (1,627) | |
Net increase (decrease) in cash and cash equivalents | (2,910) | 10,117 | (2,039) | |
Cash and cash equivalents at beginning of year | 29,261 | 19,144 | 21,183 | |
Cash and cash equivalents at end of year | 26,351 | 29,261 | 19,144 | |
Eliminations | ||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||
Net cash (used in) provided by operating activities of continuing operations | 0 | |||
Net cash used in operating activities of discontinued operations | 0 | |||
Net cash provided by operating activities | 0 | 0 | 0 | |
Cash Flows from Investing Activities | ||||
Other, net | 0 | 0 | 0 | |
Purchases of property, plant, and equipment | 0 | 0 | 0 | |
Acquisitions, net of cash acquired | 0 | 0 | ||
Net proceeds from sale of property and equipment | 0 | 0 | 0 | |
Net proceeds from sale of business | 0 | |||
Net cash used in investing activities | 0 | 0 | 0 | |
Cash Flows from Financing Activities | ||||
Long-term debt payments | 0 | 0 | 0 | |
Proceeds from long-term debt | 0 | |||
Payment of debt issuance costs | 0 | 0 | 0 | |
Purchase of treasury stock at market prices | 0 | 0 | 0 | |
Intercompany financing | 0 | 0 | 0 | |
Excess tax benefit from stock compensation | 0 | 0 | 0 | |
Net proceeds from issuance of common stock | 0 | 0 | 0 | |
Net cash provided by (used in) financing activities | 0 | 0 | 0 | |
Effect of exchange rate changes on cash | 0 | 0 | 0 | |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 | |
Cash and cash equivalents at beginning of year | 0 | 0 | 0 | |
Cash and cash equivalents at end of year | $ 0 | $ 0 | $ 0 |
Quarterly Unaudited Financia135
Quarterly Unaudited Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Net sales | $ 231,838 | $ 272,734 | $ 265,738 | $ 237,671 | $ 282,093 | $ 304,994 | $ 253,171 | $ 200,615 | $ 1,007,981 | $ 1,040,873 | $ 862,087 |
Gross profit | 53,882 | 67,887 | 68,843 | 54,150 | 51,546 | 61,396 | 44,119 | 29,915 | 244,762 | 186,976 | 140,045 |
Income (loss) from operations: | 584 | 26,363 | 28,416 | 17,601 | 4,520 | 23,394 | 11,201 | 8,970 | 72,964 | 48,085 | (70,417) |
Interest expense | 3,595 | 3,625 | 3,666 | 3,691 | 3,614 | 3,878 | 3,811 | 3,700 | 14,577 | 15,003 | 14,421 |
Income (loss) from continuing operations | (7,708) | 13,786 | 18,612 | 9,029 | 220 | 13,632 | 4,087 | 5,537 | 33,719 | 23,476 | (81,792) |
Loss from discontinued operations | (44) | 0 | 0 | 0 | 0 | 0 | 0 | (28) | (44) | (28) | (32) |
Net income (loss) | $ (7,752) | $ 13,786 | $ 18,612 | $ 9,029 | $ 220 | $ 13,632 | $ 4,087 | $ 5,509 | $ 33,675 | $ 23,448 | $ (81,824) |
(Loss) income per share from continuing operations: | |||||||||||
Basic (in dollars per share) | $ (0.24) | $ 0.44 | $ 0.59 | $ 0.29 | $ 0.01 | $ 0.44 | $ 0.13 | $ 0.18 | $ 1.07 | $ 0.75 | $ (2.63) |
Diluted (in dollars per share) | (0.24) | 0.43 | 0.58 | 0.28 | 0.01 | 0.43 | 0.13 | 0.18 | 1.05 | 0.74 | (2.63) |
Loss per share from discontinued operations: | |||||||||||
Basic (in dollars per share) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Diluted (in dollars per share) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Discrete tax benefit | $ (16,264) | $ (13,624) | $ 2,958 | ||||||||
Disposal Group, Not Discontinued Operations | |||||||||||
Loss per share from discontinued operations: | |||||||||||
Discrete tax benefit | $ 4,800 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - USD ($) | Feb. 21, 2017 | Feb. 06, 2017 |
Disposal Group, Not Discontinued Operations | ||
Subsequent Event [Line Items] | ||
Carrying value of inventory sold | $ 7,000,000 | |
Carrying value of fixed assets sold | $ 7,700,000 | |
PC | ||
Subsequent Event [Line Items] | ||
Acquisition purchase price | $ 20,000,000 |