Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2016shares | |
Document and Entity Information | |
Entity Registrant Name | SIMPSON MANUFACTURING CO INC /CA/ |
Entity Central Index Key | 920,371 |
Document Type | 10-Q |
Document Period End Date | Mar. 31, 2016 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Entity Current Reporting Status | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 48,318,660 |
Document Fiscal Year Focus | 2,016 |
Document Fiscal Period Focus | Q1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 |
Statement of Financial Position [Abstract] | |||
Cash and cash equivalents | $ 232,028 | $ 258,825 | $ 233,587 |
Trade accounts receivable, net | 135,123 | 106,011 | 117,316 |
Inventories | 210,787 | 195,757 | 205,312 |
Deferred income taxes | 0 | 16,203 | 12,666 |
Other current assets | 13,284 | 12,476 | 19,565 |
Total current assets | 591,222 | 589,272 | 588,446 |
Property, plant and equipment, net | 216,660 | 213,716 | 205,009 |
Goodwill | 125,614 | 123,950 | 122,923 |
Intangible assets, net | 26,719 | 27,675 | 31,484 |
Other noncurrent assets | 8,746 | 6,696 | 4,797 |
Total assets | 968,961 | 961,309 | 952,659 |
Trade accounts payable | 29,023 | 21,309 | 21,456 |
Accrued liabilities | 49,849 | 54,761 | 46,261 |
Income taxes payable | 2,824 | 0 | 0 |
Accrued profit sharing trust contributions | 2,245 | 5,799 | 1,960 |
Accrued cash profit sharing and commissions | 11,133 | 8,502 | 7,131 |
Accrued workers’ compensation | 4,472 | 4,593 | 4,479 |
Total current liabilities | 99,546 | 94,964 | 81,287 |
Deferred income tax and other long-term liabilities | 5,159 | 16,521 | 16,082 |
Total liabilities | $ 104,705 | $ 111,485 | $ 97,369 |
Commitments and contingencies (Note 7) | |||
Common stock, at par value | $ 484 | $ 481 | $ 493 |
Additional paid-in capital | 238,040 | 238,212 | 226,007 |
Retained earnings | 648,321 | 639,707 | 652,298 |
Treasury stock | (3,502) | 0 | 0 |
Accumulated other comprehensive income (loss) | (19,087) | (28,576) | (23,508) |
Total stockholders’ equity | 864,256 | 849,824 | 855,290 |
Total liabilities and stockholders’ equity | $ 968,961 | $ 961,309 | $ 952,659 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement [Abstract] | ||
Net sales | $ 199,523 | $ 176,491 |
Cost of sales | 107,000 | 98,993 |
Gross profit | 92,523 | 77,498 |
Operating expenses: | ||
Research and development and other engineering | 11,423 | 10,197 |
Selling | 25,187 | 22,607 |
General and administrative | 29,298 | 28,433 |
Net gain on disposal of assets | (26) | (16) |
Total operating expenses | 65,882 | 61,221 |
Income from operations | 26,641 | 16,277 |
Interest expense, net | (235) | (35) |
Income before taxes | 26,406 | 16,242 |
Provision for income taxes | 10,063 | 6,191 |
Net income | $ 16,343 | $ 10,051 |
Earnings per common share: | ||
Basic (in USD per share) | $ 0.34 | $ 0.20 |
Diluted (in USD per share) | $ 0.34 | $ 0.20 |
Number of shares outstanding | ||
Basic (in shares) | 48,297 | 49,208 |
Diluted (in shares) | 48,450 | 49,408 |
Cash dividends declared per common share (in USD per share) | $ 0.16 | $ 0.140 |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 16,343 | $ 10,051 |
Other comprehensive loss: | ||
Translation adjustment, net of tax expense of ($39) and ($72), respectively | 9,489 | (16,328) |
Comprehensive income (loss) | $ 25,832 | $ (6,277) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Translation adjustment, tax (expense) benefit | $ (39) | $ (72) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock |
Balance at Dec. 31, 2014 | $ 863,465 | $ 489 | $ 220,982 | $ 649,174 | $ (7,180) | |
Balance (in shares) at Dec. 31, 2014 | 48,966 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income | 10,051 | 10,051 | ||||
Translation adjustment, net of tax | (16,328) | (16,328) | ||||
Options exercised | 5,484 | $ 2 | 5,482 | |||
Stock options exercised (in shares) | 187 | |||||
Stock-based compensation | 2,784 | 2,784 | ||||
Tax benefit of options exercised | (184) | (184) | ||||
Shares issued from release of Restricted Stock Units | (3,607) | $ 2 | (3,609) | |||
Shares issued from release of Restricted Stock Units (in shares) | 191 | |||||
Cash dividends declared on common stock, $0.14, $0.48, and $0.16 for the period ended March 31, 2015, December 31, 2015 and March 31, 2016, respectively | (6,927) | (6,927) | ||||
Common stock issued at $34.32 and $32.45 per share for stock bonus for the periods ended March 31, 2015 and December 31, 2015 and March 31, 2016, respectively | 552 | 552 | ||||
Common stock issued (in shares) | 16 | |||||
Balance at Mar. 31, 2015 | 855,290 | $ 493 | 226,007 | 652,298 | (23,508) | $ 0 |
Balance (in shares) at Mar. 31, 2015 | 49,360 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income | 57,837 | 57,837 | ||||
Translation adjustment, net of tax | (4,611) | (4,611) | ||||
Pension adjustment, net of tax | (457) | (457) | ||||
Options exercised | 4,236 | $ 1 | 4,235 | |||
Stock options exercised (in shares) | 144 | |||||
Stock-based compensation | 8,213 | 8,213 | ||||
Tax benefit of options exercised | (134) | (134) | ||||
Shares issued from release of Restricted Stock Units | (109) | $ 0 | (109) | |||
Shares issued from release of Restricted Stock Units (in shares) | 19 | |||||
Repurchase of common stock | (47,144) | (47,144) | ||||
Repurchase of common stock (in shares) | (1,339) | |||||
Retirement of common stock | 0 | $ (13) | (47,131) | 47,144 | ||
Cash dividends declared on common stock, $0.14, $0.48, and $0.16 for the period ended March 31, 2015, December 31, 2015 and March 31, 2016, respectively | (23,297) | (23,297) | ||||
Balance at Dec. 31, 2015 | 849,824 | $ 481 | 238,212 | 639,707 | (28,576) | |
Balance (in shares) at Dec. 31, 2015 | 48,184 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income | 16,343 | 16,343 | ||||
Translation adjustment, net of tax | 9,489 | 9,489 | ||||
Options exercised | 1,013 | $ 1 | 1,012 | |||
Stock options exercised (in shares) | 35 | |||||
Stock-based compensation | 2,350 | 2,350 | ||||
Tax benefit of options exercised | 24 | 24 | ||||
Shares issued from release of Restricted Stock Units | (3,871) | $ 2 | (3,873) | |||
Shares issued from release of Restricted Stock Units (in shares) | 196 | |||||
Repurchase of common stock | (3,502) | 0 | (3,502) | |||
Repurchase of common stock (in shares) | (106) | |||||
Cash dividends declared on common stock, $0.14, $0.48, and $0.16 for the period ended March 31, 2015, December 31, 2015 and March 31, 2016, respectively | (7,729) | (7,729) | ||||
Common stock issued at $34.32 and $32.45 per share for stock bonus for the periods ended March 31, 2015 and December 31, 2015 and March 31, 2016, respectively | 315 | 315 | ||||
Common stock issued (in shares) | 10 | |||||
Balance at Mar. 31, 2016 | $ 864,256 | $ 484 | $ 238,040 | $ 648,321 | $ (19,087) | $ (3,502) |
Balance (in shares) at Mar. 31, 2016 | 48,319 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Statement of Stockholders' Equity [Abstract] | |||
Cash dividends declared per common share (in USD per share) | $ 0.16 | $ 0.140 | $ 0.48 |
Common stock issued per share for stock bonus (in USD per share) | $ 32.45 | $ 34.32 | $ 34.32 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Cash Flows [Abstract] | ||
Net income | $ 16,343 | $ 10,051 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Gain on sale of assets | (26) | (15) |
Depreciation and amortization | 7,437 | 7,418 |
Write-off of software development project | 153 | 0 |
Gain on contingent consideration adjustment | 0 | (245) |
Deferred income taxes | 2,499 | 2,593 |
Noncash compensation related to stock plans | 2,750 | 3,295 |
Excess tax benefit of options exercised and restricted stock units vested | (28) | (58) |
Provision for doubtful accounts | (266) | (50) |
Changes in operating assets and liabilities, net of acquisitions: | ||
Trade accounts receivable | (28,228) | (27,615) |
Inventories | (13,912) | 7,515 |
Trade accounts payable | 7,273 | (1,590) |
Income taxes payable | 6,289 | 1,740 |
Accrued profit sharing trust contributions | (3,552) | (3,421) |
Accrued cash profit sharing and commissions | 2,605 | 1,179 |
Other current assets | (3,230) | (1,101) |
Accrued liabilities | (10,063) | (11,295) |
Long-term liabilities | (1,853) | 93 |
Accrued workers’ compensation | (121) | 377 |
Other noncurrent assets | 2,162 | 871 |
Net cash used in operating activities | (13,768) | (10,258) |
Cash flows from investing activities | ||
Capital expenditures | (6,972) | (6,369) |
Asset acquisitions, net of cash acquired | 0 | (779) |
Proceeds from sale of property and equipment | 40 | 25 |
Loan repayment by customer | 0 | 243 |
Net cash used in investing activities | (6,932) | (6,880) |
Cash flows from financing activities | ||
Deferred and contingent consideration paid for asset acquisition | (27) | (1,177) |
Repurchase of common stock | (3,502) | 0 |
Repayment of debt and line of credit borrowings | 0 | (17) |
Issuance of common stock | 1,012 | 5,484 |
Excess tax benefit of options exercised and restricted stock units vested | 28 | 58 |
Dividends paid | (7,709) | (6,858) |
Net cash used in financing activities | (10,198) | (2,510) |
Effect of exchange rate changes on cash and cash equivalents | 4,101 | (7,072) |
Net decrease in cash and cash equivalents | (26,797) | (26,720) |
Cash and cash equivalents at beginning of period | 258,825 | 260,307 |
Cash and cash equivalents at end of period | 232,028 | 233,587 |
Noncash activity during the period | ||
Noncash capital expenditures | 266 | 830 |
Dividends declared but not paid | 7,729 | 6,927 |
Issuance of Company’s common stock for compensation | $ 315 | $ 552 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation Principles of Consolidation The condensed consolidated financial statements include the accounts of Simpson Manufacturing Co., Inc. and its subsidiaries (collectively, the “Company”). There were no investments in affiliates that would be considered variable interest entities. All significant intercompany transactions have been eliminated. Interim Period Reporting The accompanying unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations for reporting on Form 10-Q. Accordingly, certain information and footnotes required by accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted. These interim statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 . The unaudited quarterly condensed consolidated financial statements have been prepared on the same basis as the audited annual consolidated financial statements and, in the opinion of management, contain all adjustments (consisting of only normal recurring adjustments) necessary to state fairly the financial information set forth therein, in accordance with GAAP. The year-end condensed consolidated balance sheet data were derived from audited financial statements, but do not include all disclosures required by GAAP. The Company’s quarterly results fluctuate. As a result, the Company believes the results of operations for the interim period presented are not indicative of the results to be expected for any future period. Revenue Recognition The Company recognizes revenue when the earnings process is complete, net of applicable provision for discounts, returns and incentives, whether actual or estimated, based on the Company’s experience. This generally occurs when products are shipped to the customer in accordance with the sales agreement or purchase order, ownership and risk of loss pass to the customer, collectability is reasonably assured and pricing is fixed or determinable. The Company’s general shipping terms are F.O.B. shipping point, and title is transferred and revenue is recognized when the products are shipped to customers. When the Company sells F.O.B. destination point, title is transferred and the Company recognizes revenue on delivery or customer acceptance, depending on terms of the sales agreement. Service sales, representing after-market repair and maintenance, engineering activities and software license sales and services, though significantly less than 1% of net sales and not material to the condensed consolidated financial statements, are recognized as the services are completed or the software products and services are delivered. If actual costs of sales returns, incentives and discounts were to significantly exceed the recorded estimated allowance, the Company’s sales would be adversely affected. Net Earnings Per Common Share Basic earnings per common share are computed based on the weighted-average number of common shares outstanding. Potentially dilutive securities, using the treasury stock method, are included in the diluted per-share calculations for all periods when the effect of their inclusion is dilutive. The following is a reconciliation of basic earnings per common share to diluted earnings per share: Three Months Ended March 31, (in thousands, except per share amounts) 2016 2015 Net income available to common stockholders $ 16,343 $ 10,051 Basic weighted-average shares outstanding 48,297 49,208 Dilutive effect of potential common stock equivalents — stock options and restricted stock units 153 200 Diluted weighted-average shares outstanding 48,450 49,408 Earnings per common share: Basic $ 0.34 $ 0.20 Diluted $ 0.34 $ 0.20 Potentially dilutive securities excluded from earnings per diluted share because — — Accounting for Stock-Based Compensation With the approval of the Company’s stockholders on April 26, 2011, the Company adopted the Simpson Manufacturing Co., Inc. 2011 Incentive Plan (the “Original 2011 Plan”). With the approval of the Company's stockholders on April 21, 2015, the Company adopted the amended and restated Simpson Manufacturing Co., Inc. 2011 Incentive Plan (the "2011 Plan"), which amended and restated in its entirety, and incorporated and superseded, the Original 2011 Plan. The Original 2011 Plan amended and restated in their entirety, and incorporated and superseded, both the Simpson Manufacturing Co., Inc. 1994 Stock Option Plan (the “1994 Plan”), which was principally for the Company’s employees, and the Simpson Manufacturing Co., Inc. 1995 Independent Director Stock Option Plan (the “1995 Plan”), which was for its independent directors. Awards previously granted under the 1994 Plan or the 1995 Plan were not affected by the adoption of the Original 2011 Plan, or the 2011 Plan and continue to be governed by the 1994 Plan or the 1995 Plan, respectively. Under the 1994 Plan, the Company could grant incentive stock options and non-qualified stock options, although the Company granted only non-qualified stock options under both the 1994 Plan and the 1995 Plan. The Company, however, generally only granted options under both the 1994 Plan and the 1995 Plan once each year. Options vest and expire according to terms established at the grant date. Options granted under the 1994 Plan typically vest evenly over the requisite service period of four years and have a term of seven years. Options granted under the 1995 Plan were fully vested on the date of grant and had a term of seven years. Shares of common stock issued on exercise of stock options under the 1994 Plan and the 1995 Plan are registered under the Securities Act of 1933, as amended (the "Securities Act"). Under the 2011 Plan, the Company may grant incentive stock options, non-qualified stock options, restricted stock and restricted stock units, although the Company currently intends to award primarily restricted stock units and to a lesser extent, if at all, non-qualified stock options. The Company has not awarded and does not currently intend to award incentive stock options or restricted stock. Under the 2011 Plan, no more than 16.3 million shares of the Company’s common stock may be issued (including shares already issued) pursuant to all awards under the 2011 Plan, including on exercise of options previously granted under the 1994 Plan and the 1995 Plan. Shares of common stock to be issued pursuant to the 2011 Plan are registered under the Securities Act. The following table represents the Company’s stock option and restricted stock unit activity for the three months ended March 31, 2016 and 2015 : Three Months Ended March 31, (in thousands) 2016 2015 Stock-based compensation expense recognized in operating expenses $ 2,480 $ 3,084 Less: Tax benefit of stock-based compensation expense in provision for income taxes 895 1,052 Stock-based compensation expense, net of tax $ 1,585 $ 2,032 Fair value of shares vested $ 2,350 $ 2,784 Proceeds to the Company from the exercise of stock-based compensation $ 1,012 $ 5,484 Tax effect from the exercise of stock-based compensation, including shortfall tax benefits $ 24 $ (184 ) At March 31, (in thousands) 2016 2015 Stock-based compensation cost capitalized in inventory $ 253 $ 276 The amounts related to the restricted stock units and stock options included in cost of sales, research and development and other engineering, selling, or general and administrative expense depend on the job functions performed by the employees to whom the stock options and restricted stock units were awarded. The assumptions used to calculate the fair value of stock options granted or restricted stock units awarded are evaluated and revised, as necessary, to reflect market conditions and the Company’s experience. Fair Value of Financial Instruments The “Fair Value Measurements and Disclosures” topic of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) establishes a valuation hierarchy for disclosure of the inputs used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument; and Level 3 inputs are unobservable inputs based on the Company’s assumptions used to measure assets and liabilities at fair value. A financial asset’s or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The Company’s investments consisted of only United States Treasury securities and money market funds, which are the Company’s primary financial instruments, maintained in cash equivalents and carried at cost, approximating fair value, based on Level 1 inputs. The balances of the Company’s primary financial instruments were as follows: At March 31, At December 31, (in thousands) 2016 2015 2015 United States Treasury securities and money market funds $ 71,442 $ 91,569 $ 76,047 The carrying amounts of trade accounts receivable, accounts payable and accrued liabilities approximate fair value due to the short-term nature of these instruments. Income Taxes The Company uses an estimated annual effective tax rate to measure the tax benefit or tax expense recognized in each interim period. The following table presents the Company’s effective tax rates and income tax expense for the three months ended March 31, 2016 and 2015 : Three Months Ended March 31, (in thousands, except percentages) 2016 2015 Effective tax rate 38.1 % 38.1 % Provision for income taxes $ 10,063 $ 6,191 Acquisitions Under the business combinations topic of the FASB ASC, the Company accounts for acquisitions as business combinations and ascribes acquisition-date fair values to the acquired assets and assumed liabilities. Provisional fair value measurements are made at the time of the acquisitions. Adjustments to those measurements may be made in subsequent periods, up to one year from the acquisition date, as information necessary to complete the analysis is obtained. Fair value of intangible assets are based on Level 3 inputs. In December 2015, the Company purchased all of the business assets, including intellectual property rights, from Blue Heron Enterprises, LLC, and Fox Chase Enterprises, LLC, both New Jersey limited liability companies (collectively, "EBTY"), for $3.4 million in cash. EBTY manufactured and sold hidden deck clips and products and systems using a patented design. The Company believes that EBTY's patented design for hidden deck clips and products and systems complements the Company's hidden clips and fastener systems. The Company's provisional measurement of assets acquired included goodwill of $2.0 million which was assigned to the North American segment, and intangible assets of $1.1 million , both of which are subject to tax-deductible amortization. Net assets consisting of inventory and equipment accounted for the balance of the purchase price. The estimated weighted-average amortization period for the intangible assets is 7 years. Sales Office Closing The Company had substantially completed the liquidation of its Asia sales offices as of December 31, 2015, and does not expect to recognize significant additional costs in future periods related to this event. Additional compensation expenses of $0.1 million were incurred and paid during the first quarter of 2016. No other associated costs were incurred or paid in the first quarter of 2016. As of March 31, 2016, estimated employee severance obligations and other associated costs of $0.3 million had been accrued and not paid. Until the office closings are finalized, estimated additional compensation expense, retention bonuses and professional fees of $0.2 million will be recorded as commitment requirements are met or services are performed. Additional operating lease obligation costs of $0.1 million were recorded and paid in the first quarter of 2016. The office locations that are being closed are leased, and have remaining future minimum lease obligations of $0.4 million that will be charged to expense prior to the cease-use date, which is expected to coincide with the end of the lease. The estimated costs disclosed are based on a number of assumptions, and actual results could differ materially. Recently Adopted Accounting Standards In November 2015, the FASB issued Accounting Standards Update No. 2015-17, Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes ("ASU 2015-17"). The objective is to simplify the presentation of deferred income taxes; the amendments require that deferred tax assets and liabilities be classified as noncurrent in a classified consolidated balance sheets. ASU 2015-17 will be effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Earlier application is permitted for all entities as of the beginning of an interim or annual reporting period. The amendment may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. During the first quarter of 2016, the Company elected to early-adopt ASU 2015-17, Balance Sheet Classification of Deferred Taxes and applied the guidance prospectively with no change to prior period amounts disclosed in our consolidated balance sheets and related notes to the consolidated financial statements. Prospective adoption of ASU 2015-17, in the first quarter of 2016, resulted in the Company offsetting all of its deferred income tax assets and liabilities, as of January 1, 2016, by taxing jurisdiction and classifying those balances as noncurrent. The result was a $4.1 million increase in "Other noncurrent assets" from $6.7 million to $10.8 million and a $12.1 million decrease in "Deferred income tax and other long-term liabilities" from $16.5 million to $4.4 million . In July 2015, the FASB issued Accounting Standards Update No. 2015-11, (Topic 330), Simplifying the Measurement of Inventory (“ASU 2015-11”). The objective is to reduce the complexity related to inventory subsequent measurement and disclosure requirements. ASU 2015-11 amendments do not apply to inventory that is measured using last-in, first-out or the retail inventory method. The amendments apply to all other inventory, which includes inventory that is measured using first-in, first-out or average cost. Inventory within the scope of the new guidance should be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The amendments more closely align with the measurement of inventory in International Financial Reporting Standards. ASU 2015-11 will be effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The amendments in ASU 2015-11 should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. During the first quarter of 2016, the Company elected to early-adopt ASU 2015-11 and applied the guidance prospectively. Adoption of ASU 2015-11 had no material effect on its consolidated financial statements and footnote disclosures. Recently Issued Accounting Standards Not Yet Adopted Other than the following, there have been no developments to recently issued accounting standards, including the expected dates of adoption and estimated effects on the Company’s consolidated financial statements, from those disclosed in the Company’s 2015 Annual Report on Form 10-K. In March 2016, the FASB issued Accounting Standards Update No. 2016-09 (Topic 718), Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”). The amendments simplify several aspects of the accounting for employee share-based payment transactions including accounting for income taxes, forfeitures, statutory tax withholding requirements, and classification in the statement of cash flows. ASU 2016-09 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. The Company is currently evaluating the effects of adopting ASU 2016-09 on its consolidated financial statements. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, (Topic 842), Leases (“ASU 2016-02”). ASU 2016-02 core requirement is to recognize the assets and liabilities that arise from leases including those leases classified as operating leases. The amendments require a lessee to recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. The lessor accounting application is largely unchanged from that applied under the previous GAAP. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application of the amendments in this Update is permitted for all entities. The Company is currently evaluating the effects of adopting ASU 2016-02 on its consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"). ASU 2014-09 supersedes nearly all existing revenue recognition guidance under GAAP. The amendments provide a revenue recognition five-step model to be applied to all revenue contracts with customers. ASU 2014-09 provides alternative methods of adoption the guidance. In 2016, the FASB issued final amendments to clarify the implementation guidance for principal versus agent considerations, identifying performance obligations and the accounting for licenses of intellectual property. The standard is effective for annual and interim periods beginning after December 15, 2017. The Company is currently evaluating the effects of this guidance on its consolidated financial statements and footnote disclosures, and have not yet selected a transition approach. |
Trade Accounts Receivable, Net
Trade Accounts Receivable, Net | 3 Months Ended |
Mar. 31, 2016 | |
Receivables [Abstract] | |
Trade Accounts Receivable, Net | . Trade Accounts Receivable, Net Trade accounts receivable consisted of the following: At March 31, At December 31, (in thousands) 2016 2015 2015 Trade accounts receivable $ 139,198 $ 120,701 $ 109,859 Allowance for doubtful accounts (918 ) (765 ) (1,142 ) Allowance for sales discounts and returns (3,157 ) (2,620 ) (2,706 ) $ 135,123 $ 117,316 $ 106,011 |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following: At March 31, At December 31, (in thousands) 2016 2015 2015 Raw materials $ 82,056 $ 84,040 $ 75,950 In-process products 20,827 20,262 18,828 Finished products 107,904 101,010 100,979 $ 210,787 $ 205,312 $ 195,757 |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 3 Months Ended |
Mar. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | Property, Plant and Equipment, Net Property, plant and equipment, net, consisted of the following: At March 31, At December 31, (in thousands) 2016 2015 2015 Land $ 30,535 $ 28,795 $ 28,698 Buildings and site improvements 173,605 171,541 171,890 Leasehold improvements 5,616 5,428 5,560 Machinery, equipment, and software 239,264 225,820 232,560 449,020 431,584 438,708 Less accumulated depreciation and amortization (264,398 ) (246,055 ) (257,115 ) 184,622 185,529 181,593 Capital projects in progress 32,038 19,480 32,123 $ 216,660 $ 205,009 $ 213,716 |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | Goodwill and Intangible Assets, Net Goodwill was as follows: At March 31, At December 31, (in thousands) 2016 2015 2015 North America $ 86,038 $ 84,216 $ 85,834 Europe 38,107 37,256 36,720 Asia/Pacific 1,469 1,451 1,396 Total $ 125,614 $ 122,923 $ 123,950 Amortizable and indefinite-lived intangible assets, net, were as follows: At March 31, 2016 Gross Net Carrying Accumulated Carrying (in thousands) Amount Amortization Amount North America $ 27,490 $ (15,743 ) $ 11,747 Europe 30,107 (15,135 ) 14,972 Total $ 57,597 $ (30,878 ) $ 26,719 At March 31, 2015 Gross Net (in thousands) Carrying Amount Accumulated Amortization Carrying Amount North America $ 29,415 $ (15,545 ) $ 13,870 Europe 29,914 (12,300 ) 17,614 Total $ 59,329 $ (27,845 ) $ 31,484 At December 31, 2015 Gross Net (in thousands) Carrying Amount Accumulated Amortization Carrying Amount North America $ 27,475 $ (14,941 ) $ 12,534 Europe 29,590 (14,449 ) 15,141 Total $ 57,065 $ (29,390 ) $ 27,675 Intangible assets consist of definite-lived and indefinite-lived assets. Definite-lived intangible assets include customer relationships, patents, unpatented technology and non-compete agreements. Amortization expense for definite-lived intangible assets during the three months ended March 31, 2016 and 2015 , totaled $1.5 million and $1.6 million , respectively. Indefinite-lived intangible assets including an in-process research and development asset and a trade name totaled $2.2 million at March 31, 2016 and 2015 , respectively, and $2.1 million at December 31, 2015 . At March 31, 2016 , estimated future amortization of definite-lived intangible assets was as follows: (in thousands) Remaining nine months of 2016 $ 4,713 2017 4,458 2018 3,329 2019 3,300 2020 3,270 2021 2,792 Thereafter 2,676 $ 24,538 The changes in the carrying amount of goodwill and intangible assets for the three months ended March 31, 2016 , were as follows: Intangible (in thousands) Goodwill Assets Balance at December 31, 2015 $ 123,950 $ 27,675 Reclassifications 6 (6 ) Amortization — (1,487 ) Foreign exchange 1,658 537 Balance at March 31, 2016 $ 125,614 $ 26,719 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt The Company has revolving lines of credit with various banks in the United States and Europe. Total available credit at March 31, 2016 , was $304.4 million including revolving credit lines and an irrevocable standby letter of credit in support of various insurance deductibles. The Company’s primary credit facility is a revolving line of credit with $300 million in available credit. This credit facility will expire in July 2017. Amounts borrowed under this credit facility will bear interest at an annual rate equal to either, at the Company’s option, (a) the rate for Eurocurrency deposits for the corresponding deposits of U.S. dollars appearing on Reuters LIBOR1screen page (the “LIBOR Rate”), adjusted for any reserve requirement in effect, plus a spread of 0.60% to 1.45% , determined quarterly based on the Company’s leverage ratio (at March 31, 2016 , the LIBOR Rate was 0.44% ), or (b) a base rate , plus a spread of 0.00% to 0.45% , determined quarterly based on the Company’s leverage ratio. The base rate is defined in a manner such that it will not be less than the LIBOR Rate. The Company will pay fees for standby letters of credit at an annual rate equal to the LIBOR Rate plus the applicable spread described above, and will pay market-based fees for commercial letters of credit. The Company is required to pay an annual facility fee of 0.15% to 0.30% of the available commitments under the credit agreement, regardless of usage, with the applicable fee determined on a quarterly basis based on the Company’s leverage ratio. The Company’s unused borrowing capacity under other revolving credit lines and a term note totaled $4.4 million at March 31, 2016 . The other revolving credit lines and term note charge interest ranging from 0.56% to 7.50% have maturity dates from December 2016 to July 2017, and had no outstanding balances at March 31, 2016 and 2015 or December 31, 2015 . The Company was in compliance with its financial covenants at March 31, 2016 . |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Pending Claims From time to time, the Company is involved in various legal proceedings and other matters arising in the normal course of business. At this time, the Company is not a party to any legal proceedings, which the Company expects individually or in the aggregate to have a material adverse effect on the Company’s financial condition, cash flows or results of operations. Nonetheless, the resolution of any claim or litigation is subject to inherent uncertainty and could have a material adverse effect on the Company’s financial condition, cash flows or results of operations. Other Corrosion, hydrogen enbrittlement, cracking, material hardness, wood pressure-treating chemicals, misinstallations, misuse, design and assembly flaws, manufacturing defects, labeling defects, product formula defects, inaccurate chemical mixes, adulteration, environmental conditions, or other factors can contribute to failure of fasteners, connectors, anchors, adhesives, specialty chemicals, such as fiber reinforced polymers, and tool products. In addition, inaccuracies may occur in product information, descriptions and instructions found in catalogs, packaging, data sheets, and the Company’s website. The Company has not incurred any material liability resulting from any such failures and/or inaccuracies. |
Stock-Based Incentive Plans
Stock-Based Incentive Plans | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Incentive Plans | Stock-Based Incentive Plans The Company currently has one stock-based incentive plan, which incorporates and supersedes its two previous plans (see Note 1 “Basis of Presentation — Accounting for Stock-Based Compensation” ). Participants are granted stock-based awards only if the applicable Company-wide and/or profit-center operating goals, established at the beginning of the year by the Compensation and Leadership Development Committee of the Company's Board of Directors are met. Certain participants may have additional goals based on strategic initiatives of the Company. The fair value of each restricted stock unit award is estimated on the measurement date as determined in accordance with GAAP and is based on the closing market price of the underlying stock on the day preceding the measurement. The fair value excludes the present value of the dividends that the restricted stock units do not participate in. On February 1, 2016, 431,439 restricted stock units were awarded to the Company's employees, including officers, at an estimated value of $32.63 per share, based on the closing price on January 29, 2016 . The restrictions on these awards will generally lapse one quarter on the date of the award and one quarter on each of the first, second and third anniversaries of the date of the award, except that restrictions on some of the awards made to each of the Company's named executive officers and certain members of the Company's senior management will lapse fully on the third anniversary of the date of the award. On April 20, 2016, 1,800 restricted stock units were awarded to each of the Company’s six non-employee directors at an estimated value of $38.00 per share based on the closing price on April 19, 2016. There are no restrictions on the non-employee directors’ restricted stock units granted on April 20, 2016. The following table summarizes the Company’s unvested restricted stock unit activity for the three months ended March 31, 2016 : Shares Weighted- Average Price Aggregate Intrinsic Value * Unvested Restricted Stock Units (RSUs) (in thousands) (in thousands) Outstanding at January 1, 2016 527 $ 31.56 Awarded 431 Vested (324 ) Forfeited (4 ) Outstanding at March 31, 2016 630 $ 31.81 $ 24,048 Outstanding and expected to vest at March 31, 2016 615 $ 31.81 $ 23,484 * The intrinsic value is calculated using the closing price per share of $38.17 as reported by the New York Stock Exchange on March 31, 2016 . Based on the market value on the award date, the total intrinsic value of vested restricted stock units during the three -month periods ended March 31, 2016 and 2015 , was $10.3 million and $9.7 million , respectively. No stock options were granted in 2015 or in the first three months of 2016 . As of March 31, 2016 , there were no unvested options outstanding. The following table summarizes the Company’s stock option activity for the three months ended March 31, 2016 : Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life Aggregate Intrinsic Value * Non-Qualified Stock Options (in thousands) (in years) (in thousands) Outstanding at January 1, 2016 523 $ 29.55 Exercised (35 ) Forfeited (1 ) Outstanding and exercisable at March 31, 2016 487 $ 29.60 1.8 $ 4,174 * The intrinsic value represents the amount, if any, by which the fair market value of the underlying common stock exceeds the exercise price of the stock option, using the closing price per share of $ 38.17 as reported by the New York Stock Exchange on March 31, 2016 . The total intrinsic value of stock options exercised during the three -month periods ended March 31, 2016 and 2015 , was $0.2 million and $1.2 million , respectively. As of March 31, 2016 , $16.1 million of total unrecognized compensation cost was related to unvested stock-based compensation arrangements under the 2011 Plan for awards made through February 2016. The portions of this cost related to restricted stock units awarded through February 2016 are expected to be recognized over a weighted-average period of 2.3 years. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company is organized into three reportable segments. The segments are defined by the regions where the Company’s products are manufactured, marketed and distributed to the Company’s customers. The three regional segments are the North America segment, comprising primarily the United States and Canada, the Europe segment, comprising continental Europe and the United Kingdom, and the Asia/Pacific segment, comprising the Company’s operations in China, Hong Kong, the South Pacific and the Middle East. These segments are similar in several ways, including the types of materials, the production processes, the distribution channels and the product applications. The Company’s measure of profit or loss for its reportable segments is income (loss) from operations. The reconciling amount between consolidated income before tax and consolidated income from operations is interest expense, which is primarily attributed to Administrative and All Other. The following tables illustrate certain measurements used by management to assess the performance as of or for the following periods: Three Months Ended March 31, (in thousands) 2016 2015 Net Sales North America $ 174,454 $ 150,324 Europe 23,698 22,788 Asia/Pacific 1,371 3,379 Total $ 199,523 $ 176,491 Sales to Other Segments* North America $ 573 $ 884 Europe 290 299 Asia/Pacific 4,209 4,844 Total $ 5,072 $ 6,027 Income (Loss) from Operations North America $ 30,452 $ 20,466 Europe (1,618 ) (1,632 ) Asia/Pacific 155 (803 ) Administrative and all other (2,348 ) (1,754 ) Total $ 26,641 $ 16,277 * The sales to other segments are eliminated in consolidation. At At March 31, December 31, (in thousands) 2016 2015 2015 Total Assets North America $ 771,732 $ 674,914 $ 748,241 Europe 171,352 165,795 168,305 Asia/Pacific 25,915 29,626 24,366 Administrative and all other (38 ) 82,324 20,397 Total $ 968,961 $ 952,659 $ 961,309 Cash collected by the Company’s United States subsidiaries is routinely transferred into the Company’s cash management accounts and, therefore, has been included in the total assets of “Administrative and all other.” Cash and cash equivalent balances in the “Administrative and all other” segment were $153.0 million , $151.2 million , and $164.1 million , as of March 31, 2016 and 2015 , and December 31, 2015 , respectively. The following table illustrates the distribution of the Company’s net sales by product group for the following periods: Three Months Ended March 31, (in thousands) 2016 2015 Wood Construction Products $ 171,777 $ 151,379 Concrete Construction Products 27,745 25,010 Other 1 102 Total $ 199,523 $ 176,491 Wood construction products include connectors, truss plates, fastening systems, fasteners and pre-fabricated shearwalls and are used for connecting and strengthening wood-based construction primarily in the residential construction market. Concrete construction products include adhesives, chemicals, mechanical anchors, carbide drill bits, powder actuated tools and fiber reinforcing materials and are used for restoration, protection or strengthening concrete, masonry and steel construction in residential, industrial, commercial and infrastructure construction. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events In April 2016, the Company’s Board of Directors declared a quarterly cash dividend of $0.18 per share, estimated to total $8.7 million , to be paid on July 28, 2016 , to stockholders of record on July 7, 2016 . This is an increase of $0.02 per share, or 12.5% , over the amount of the last dividend declared by the Company in February 2016. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of Simpson Manufacturing Co., Inc. and its subsidiaries (collectively, the “Company”). There were no investments in affiliates that would be considered variable interest entities. All significant intercompany transactions have been eliminated. |
Interim Period Reporting | Interim Period Reporting The accompanying unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations for reporting on Form 10-Q. Accordingly, certain information and footnotes required by accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted. These interim statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 . The unaudited quarterly condensed consolidated financial statements have been prepared on the same basis as the audited annual consolidated financial statements and, in the opinion of management, contain all adjustments (consisting of only normal recurring adjustments) necessary to state fairly the financial information set forth therein, in accordance with GAAP. The year-end condensed consolidated balance sheet data were derived from audited financial statements, but do not include all disclosures required by GAAP. The Company’s quarterly results fluctuate. As a result, the Company believes the results of operations for the interim period presented are not indicative of the results to be expected for any future period. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when the earnings process is complete, net of applicable provision for discounts, returns and incentives, whether actual or estimated, based on the Company’s experience. This generally occurs when products are shipped to the customer in accordance with the sales agreement or purchase order, ownership and risk of loss pass to the customer, collectability is reasonably assured and pricing is fixed or determinable. The Company’s general shipping terms are F.O.B. shipping point, and title is transferred and revenue is recognized when the products are shipped to customers. When the Company sells F.O.B. destination point, title is transferred and the Company recognizes revenue on delivery or customer acceptance, depending on terms of the sales agreement. Service sales, representing after-market repair and maintenance, engineering activities and software license sales and services, though significantly less than 1% of net sales and not material to the condensed consolidated financial statements, are recognized as the services are completed or the software products and services are delivered. If actual costs of sales returns, incentives and discounts were to significantly exceed the recorded estimated allowance, the Company’s sales would be adversely affected. |
Net Earnings Per Common Share | Net Earnings Per Common Share Basic earnings per common share are computed based on the weighted-average number of common shares outstanding. Potentially dilutive securities, using the treasury stock method, are included in the diluted per-share calculations for all periods when the effect of their inclusion is dilutive. |
Accounting for Stock-Based Compensation | Accounting for Stock-Based Compensation With the approval of the Company’s stockholders on April 26, 2011, the Company adopted the Simpson Manufacturing Co., Inc. 2011 Incentive Plan (the “Original 2011 Plan”). With the approval of the Company's stockholders on April 21, 2015, the Company adopted the amended and restated Simpson Manufacturing Co., Inc. 2011 Incentive Plan (the "2011 Plan"), which amended and restated in its entirety, and incorporated and superseded, the Original 2011 Plan. The Original 2011 Plan amended and restated in their entirety, and incorporated and superseded, both the Simpson Manufacturing Co., Inc. 1994 Stock Option Plan (the “1994 Plan”), which was principally for the Company’s employees, and the Simpson Manufacturing Co., Inc. 1995 Independent Director Stock Option Plan (the “1995 Plan”), which was for its independent directors. Awards previously granted under the 1994 Plan or the 1995 Plan were not affected by the adoption of the Original 2011 Plan, or the 2011 Plan and continue to be governed by the 1994 Plan or the 1995 Plan, respectively. Under the 1994 Plan, the Company could grant incentive stock options and non-qualified stock options, although the Company granted only non-qualified stock options under both the 1994 Plan and the 1995 Plan. The Company, however, generally only granted options under both the 1994 Plan and the 1995 Plan once each year. Options vest and expire according to terms established at the grant date. Options granted under the 1994 Plan typically vest evenly over the requisite service period of four years and have a term of seven years. Options granted under the 1995 Plan were fully vested on the date of grant and had a term of seven years. Shares of common stock issued on exercise of stock options under the 1994 Plan and the 1995 Plan are registered under the Securities Act of 1933, as amended (the "Securities Act"). Under the 2011 Plan, the Company may grant incentive stock options, non-qualified stock options, restricted stock and restricted stock units, although the Company currently intends to award primarily restricted stock units and to a lesser extent, if at all, non-qualified stock options. The Company has not awarded and does not currently intend to award incentive stock options or restricted stock. Under the 2011 Plan, no more than 16.3 million shares of the Company’s common stock may be issued (including shares already issued) pursuant to all awards under the 2011 Plan, including on exercise of options previously granted under the 1994 Plan and the 1995 Plan. Shares of common stock to be issued pursuant to the 2011 Plan are registered under the Securities Act. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The “Fair Value Measurements and Disclosures” topic of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) establishes a valuation hierarchy for disclosure of the inputs used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument; and Level 3 inputs are unobservable inputs based on the Company’s assumptions used to measure assets and liabilities at fair value. A financial asset’s or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The Company’s investments consisted of only United States Treasury securities and money market funds, which are the Company’s primary financial instruments, maintained in cash equivalents and carried at cost, approximating fair value, based on Level 1 inputs. |
Income Taxes | Income Taxes The Company uses an estimated annual effective tax rate to measure the tax benefit or tax expense recognized in each interim period. |
Acquisitions | Acquisitions Under the business combinations topic of the FASB ASC, the Company accounts for acquisitions as business combinations and ascribes acquisition-date fair values to the acquired assets and assumed liabilities. Provisional fair value measurements are made at the time of the acquisitions. Adjustments to those measurements may be made in subsequent periods, up to one year from the acquisition date, as information necessary to complete the analysis is obtained. Fair value of intangible assets are based on Level 3 inputs. In December 2015, the Company purchased all of the business assets, including intellectual property rights, from Blue Heron Enterprises, LLC, and Fox Chase Enterprises, LLC, both New Jersey limited liability companies (collectively, "EBTY"), for $3.4 million in cash. EBTY manufactured and sold hidden deck clips and products and systems using a patented design. The Company believes that EBTY's patented design for hidden deck clips and products and systems complements the Company's hidden clips and fastener systems. The Company's provisional measurement of assets acquired included goodwill of $2.0 million which was assigned to the North American segment, and intangible assets of $1.1 million , both of which are subject to tax-deductible amortization. Net assets consisting of inventory and equipment accounted for the balance of the purchase price. The estimated weighted-average amortization period for the intangible assets is 7 years. |
Sales Office Closing | Sales Office Closing The Company had substantially completed the liquidation of its Asia sales offices as of December 31, 2015, and does not expect to recognize significant additional costs in future periods related to this event. Additional compensation expenses of $0.1 million were incurred and paid during the first quarter of 2016. No other associated costs were incurred or paid in the first quarter of 2016. As of March 31, 2016, estimated employee severance obligations and other associated costs of $0.3 million had been accrued and not paid. Until the office closings are finalized, estimated additional compensation expense, retention bonuses and professional fees of $0.2 million will be recorded as commitment requirements are met or services are performed. Additional operating lease obligation costs of $0.1 million were recorded and paid in the first quarter of 2016. The office locations that are being closed are leased, and have remaining future minimum lease obligations of $0.4 million that will be charged to expense prior to the cease-use date, which is expected to coincide with the end of the lease. The estimated costs disclosed are based on a number of assumptions, and actual results could differ materially. |
Recently Issued Accounting Standards | Recently Adopted Accounting Standards In November 2015, the FASB issued Accounting Standards Update No. 2015-17, Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes ("ASU 2015-17"). The objective is to simplify the presentation of deferred income taxes; the amendments require that deferred tax assets and liabilities be classified as noncurrent in a classified consolidated balance sheets. ASU 2015-17 will be effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Earlier application is permitted for all entities as of the beginning of an interim or annual reporting period. The amendment may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. During the first quarter of 2016, the Company elected to early-adopt ASU 2015-17, Balance Sheet Classification of Deferred Taxes and applied the guidance prospectively with no change to prior period amounts disclosed in our consolidated balance sheets and related notes to the consolidated financial statements. Prospective adoption of ASU 2015-17, in the first quarter of 2016, resulted in the Company offsetting all of its deferred income tax assets and liabilities, as of January 1, 2016, by taxing jurisdiction and classifying those balances as noncurrent. The result was a $4.1 million increase in "Other noncurrent assets" from $6.7 million to $10.8 million and a $12.1 million decrease in "Deferred income tax and other long-term liabilities" from $16.5 million to $4.4 million . In July 2015, the FASB issued Accounting Standards Update No. 2015-11, (Topic 330), Simplifying the Measurement of Inventory (“ASU 2015-11”). The objective is to reduce the complexity related to inventory subsequent measurement and disclosure requirements. ASU 2015-11 amendments do not apply to inventory that is measured using last-in, first-out or the retail inventory method. The amendments apply to all other inventory, which includes inventory that is measured using first-in, first-out or average cost. Inventory within the scope of the new guidance should be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The amendments more closely align with the measurement of inventory in International Financial Reporting Standards. ASU 2015-11 will be effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The amendments in ASU 2015-11 should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. During the first quarter of 2016, the Company elected to early-adopt ASU 2015-11 and applied the guidance prospectively. Adoption of ASU 2015-11 had no material effect on its consolidated financial statements and footnote disclosures. Recently Issued Accounting Standards Not Yet Adopted Other than the following, there have been no developments to recently issued accounting standards, including the expected dates of adoption and estimated effects on the Company’s consolidated financial statements, from those disclosed in the Company’s 2015 Annual Report on Form 10-K. In March 2016, the FASB issued Accounting Standards Update No. 2016-09 (Topic 718), Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”). The amendments simplify several aspects of the accounting for employee share-based payment transactions including accounting for income taxes, forfeitures, statutory tax withholding requirements, and classification in the statement of cash flows. ASU 2016-09 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. The Company is currently evaluating the effects of adopting ASU 2016-09 on its consolidated financial statements. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, (Topic 842), Leases (“ASU 2016-02”). ASU 2016-02 core requirement is to recognize the assets and liabilities that arise from leases including those leases classified as operating leases. The amendments require a lessee to recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. The lessor accounting application is largely unchanged from that applied under the previous GAAP. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application of the amendments in this Update is permitted for all entities. The Company is currently evaluating the effects of adopting ASU 2016-02 on its consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"). ASU 2014-09 supersedes nearly all existing revenue recognition guidance under GAAP. The amendments provide a revenue recognition five-step model to be applied to all revenue contracts with customers. ASU 2014-09 provides alternative methods of adoption the guidance. In 2016, the FASB issued final amendments to clarify the implementation guidance for principal versus agent considerations, identifying performance obligations and the accounting for licenses of intellectual property. The standard is effective for annual and interim periods beginning after December 15, 2017. The Company is currently evaluating the effects of this guidance on its consolidated financial statements and footnote disclosures, and have not yet selected a transition approach. |
Basis of Presentation (Tables)
Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reconciliation of basic earnings per share ("EPS") to diluted EPS | The following is a reconciliation of basic earnings per common share to diluted earnings per share: Three Months Ended March 31, (in thousands, except per share amounts) 2016 2015 Net income available to common stockholders $ 16,343 $ 10,051 Basic weighted-average shares outstanding 48,297 49,208 Dilutive effect of potential common stock equivalents — stock options and restricted stock units 153 200 Diluted weighted-average shares outstanding 48,450 49,408 Earnings per common share: Basic $ 0.34 $ 0.20 Diluted $ 0.34 $ 0.20 Potentially dilutive securities excluded from earnings per diluted share because — — |
Stock option and restricted stock unit activity of the entity | The following table represents the Company’s stock option and restricted stock unit activity for the three months ended March 31, 2016 and 2015 : Three Months Ended March 31, (in thousands) 2016 2015 Stock-based compensation expense recognized in operating expenses $ 2,480 $ 3,084 Less: Tax benefit of stock-based compensation expense in provision for income taxes 895 1,052 Stock-based compensation expense, net of tax $ 1,585 $ 2,032 Fair value of shares vested $ 2,350 $ 2,784 Proceeds to the Company from the exercise of stock-based compensation $ 1,012 $ 5,484 Tax effect from the exercise of stock-based compensation, including shortfall tax benefits $ 24 $ (184 ) At March 31, (in thousands) 2016 2015 Stock-based compensation cost capitalized in inventory $ 253 $ 276 |
Summary of financial instruments | The balances of the Company’s primary financial instruments were as follows: At March 31, At December 31, (in thousands) 2016 2015 2015 United States Treasury securities and money market funds $ 71,442 $ 91,569 $ 76,047 |
Schedule of effective tax rates and income tax expense | The following table presents the Company’s effective tax rates and income tax expense for the three months ended March 31, 2016 and 2015 : Three Months Ended March 31, (in thousands, except percentages) 2016 2015 Effective tax rate 38.1 % 38.1 % Provision for income taxes $ 10,063 $ 6,191 |
Trade Accounts Receivable, Net
Trade Accounts Receivable, Net (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Receivables [Abstract] | |
Schedule of trade accounts receivable, net | Trade accounts receivable consisted of the following: At March 31, At December 31, (in thousands) 2016 2015 2015 Trade accounts receivable $ 139,198 $ 120,701 $ 109,859 Allowance for doubtful accounts (918 ) (765 ) (1,142 ) Allowance for sales discounts and returns (3,157 ) (2,620 ) (2,706 ) $ 135,123 $ 117,316 $ 106,011 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of carrying values of inventories | Inventories consisted of the following: At March 31, At December 31, (in thousands) 2016 2015 2015 Raw materials $ 82,056 $ 84,040 $ 75,950 In-process products 20,827 20,262 18,828 Finished products 107,904 101,010 100,979 $ 210,787 $ 205,312 $ 195,757 |
Property, Plant and Equipment23
Property, Plant and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Property, plant and equipment, net, consisted of the following: At March 31, At December 31, (in thousands) 2016 2015 2015 Land $ 30,535 $ 28,795 $ 28,698 Buildings and site improvements 173,605 171,541 171,890 Leasehold improvements 5,616 5,428 5,560 Machinery, equipment, and software 239,264 225,820 232,560 449,020 431,584 438,708 Less accumulated depreciation and amortization (264,398 ) (246,055 ) (257,115 ) 184,622 185,529 181,593 Capital projects in progress 32,038 19,480 32,123 $ 216,660 $ 205,009 $ 213,716 |
Goodwill and Intangible Asset24
Goodwill and Intangible Assets, Net (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill, by segment | Goodwill was as follows: At March 31, At December 31, (in thousands) 2016 2015 2015 North America $ 86,038 $ 84,216 $ 85,834 Europe 38,107 37,256 36,720 Asia/Pacific 1,469 1,451 1,396 Total $ 125,614 $ 122,923 $ 123,950 |
Schedule of net intangible assets, by segment | Amortizable and indefinite-lived intangible assets, net, were as follows: At March 31, 2016 Gross Net Carrying Accumulated Carrying (in thousands) Amount Amortization Amount North America $ 27,490 $ (15,743 ) $ 11,747 Europe 30,107 (15,135 ) 14,972 Total $ 57,597 $ (30,878 ) $ 26,719 At March 31, 2015 Gross Net (in thousands) Carrying Amount Accumulated Amortization Carrying Amount North America $ 29,415 $ (15,545 ) $ 13,870 Europe 29,914 (12,300 ) 17,614 Total $ 59,329 $ (27,845 ) $ 31,484 At December 31, 2015 Gross Net (in thousands) Carrying Amount Accumulated Amortization Carrying Amount North America $ 27,475 $ (14,941 ) $ 12,534 Europe 29,590 (14,449 ) 15,141 Total $ 57,065 $ (29,390 ) $ 27,675 |
Schedule of estimated future amortization of intangible assets | At March 31, 2016 , estimated future amortization of definite-lived intangible assets was as follows: (in thousands) Remaining nine months of 2016 $ 4,713 2017 4,458 2018 3,329 2019 3,300 2020 3,270 2021 2,792 Thereafter 2,676 $ 24,538 |
Changes in the carrying amount of goodwill and intangible assets | The changes in the carrying amount of goodwill and intangible assets for the three months ended March 31, 2016 , were as follows: Intangible (in thousands) Goodwill Assets Balance at December 31, 2015 $ 123,950 $ 27,675 Reclassifications 6 (6 ) Amortization — (1,487 ) Foreign exchange 1,658 537 Balance at March 31, 2016 $ 125,614 $ 26,719 |
Stock-Based Incentive Plans (Ta
Stock-Based Incentive Plans (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Restricted Stock | |
Stock-Based Compensation | |
Schedule of unvested restricted stock unit activity | The following table summarizes the Company’s unvested restricted stock unit activity for the three months ended March 31, 2016 : Shares Weighted- Average Price Aggregate Intrinsic Value * Unvested Restricted Stock Units (RSUs) (in thousands) (in thousands) Outstanding at January 1, 2016 527 $ 31.56 Awarded 431 Vested (324 ) Forfeited (4 ) Outstanding at March 31, 2016 630 $ 31.81 $ 24,048 Outstanding and expected to vest at March 31, 2016 615 $ 31.81 $ 23,484 * The intrinsic value is calculated using the closing price per share of $38.17 as reported by the New York Stock Exchange on March 31, 2016 . |
Non-Qualified Stock Options | |
Stock-Based Compensation | |
Summary of stock option activity | The following table summarizes the Company’s stock option activity for the three months ended March 31, 2016 : Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life Aggregate Intrinsic Value * Non-Qualified Stock Options (in thousands) (in years) (in thousands) Outstanding at January 1, 2016 523 $ 29.55 Exercised (35 ) Forfeited (1 ) Outstanding and exercisable at March 31, 2016 487 $ 29.60 1.8 $ 4,174 * The intrinsic value represents the amount, if any, by which the fair market value of the underlying common stock exceeds the exercise price of the stock option, using the closing price per share of $ 38.17 as reported by the New York Stock Exchange on March 31, 2016 . |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of performance of reportable segments | The following tables illustrate certain measurements used by management to assess the performance as of or for the following periods: Three Months Ended March 31, (in thousands) 2016 2015 Net Sales North America $ 174,454 $ 150,324 Europe 23,698 22,788 Asia/Pacific 1,371 3,379 Total $ 199,523 $ 176,491 Sales to Other Segments* North America $ 573 $ 884 Europe 290 299 Asia/Pacific 4,209 4,844 Total $ 5,072 $ 6,027 Income (Loss) from Operations North America $ 30,452 $ 20,466 Europe (1,618 ) (1,632 ) Asia/Pacific 155 (803 ) Administrative and all other (2,348 ) (1,754 ) Total $ 26,641 $ 16,277 * The sales to other segments are eliminated in consolidation. At At March 31, December 31, (in thousands) 2016 2015 2015 Total Assets North America $ 771,732 $ 674,914 $ 748,241 Europe 171,352 165,795 168,305 Asia/Pacific 25,915 29,626 24,366 Administrative and all other (38 ) 82,324 20,397 Total $ 968,961 $ 952,659 $ 961,309 |
Schedule of net sales distributed by product group | The following table illustrates the distribution of the Company’s net sales by product group for the following periods: Three Months Ended March 31, (in thousands) 2016 2015 Wood Construction Products $ 171,777 $ 151,379 Concrete Construction Products 27,745 25,010 Other 1 102 Total $ 199,523 $ 176,491 |
Basis of Presentation Revenue f
Basis of Presentation Revenue from External Customers | 3 Months Ended |
Mar. 31, 2016 | |
Maximum | |
Revenue from External Customer [Line Items] | |
Service sales percentage of net sales | 1.00% |
Reconciliation of BEPS
Reconciliation of BEPS - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Reconciliation of basic earnings per share ("EPS") to diluted EPS | |||
Net income available to common stockholders | $ 16,343 | $ 10,051 | $ 57,837 |
Basic weighted-average shares outstanding | 48,297 | 49,208 | |
Dilutive effect of potential common stock equivalents — stock options and restricted stock units | 153 | 200 | |
Diluted weighted-average shares outstanding | 48,450 | 49,408 | |
Earnings per common share: | |||
Basic (in USD per share) | $ 0.34 | $ 0.20 | |
Diluted (in USD per share) | $ 0.34 | $ 0.20 | |
Potentially dilutive securities excluded from earnings per diluted share because their effect is anti-dilutive | 0 | 0 |
Accounting for Stock-Based Comp
Accounting for Stock-Based Compensation - USD ($) $ in Thousands, shares in Millions | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Stock-based compensation activity, including both continuing and discontinued operations | |||
Stock-based compensation expense recognized in operating expenses | $ 2,480 | $ 3,084 | |
Less: Tax benefit of stock-based compensation expense in provision for income taxes | 895 | 1,052 | |
Stock-based compensation expense, net of tax | 1,585 | 2,032 | |
Fair value of shares vested | 2,350 | 2,784 | |
Proceeds to the Company from the exercise of stock-based compensation | 1,012 | 5,484 | |
Tax effect from the exercise of stock-based compensation, including shortfall tax benefits | 24 | (184) | $ (134) |
Fair value of financial instruments | |||
United States Treasury securities and money market funds | $ 71,442 | $ 91,569 | $ 76,047 |
Income Taxes | |||
Effective tax rate (as a percent) | 38.10% | 38.10% | |
Provision for income taxes | $ 10,063 | $ 6,191 | |
Stock Compensation Plan | |||
Stock-based compensation activity, including both continuing and discontinued operations | |||
Stock-based compensation cost capitalized in inventory | $ 253 | $ 276 | |
1994 Plan | |||
Stock-Based Compensation | |||
Expiration period for options granted | 4 years | ||
Requisite service period for options to vest | 7 years | ||
2011 Plan | |||
Stock-Based Compensation | |||
Maximum common stock shares that may be issued under plan | 16.3 |
Schedule of Business Acquisitio
Schedule of Business Acquisition - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Dec. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Acquisitions | |||
Maximum period for payment for adjustments to provisional fair value measurements | 1 year | ||
Goodwill | $ 123,950 | $ 125,614 | $ 122,923 |
North America | |||
Acquisitions | |||
Goodwill | 85,834 | $ 86,038 | $ 84,216 |
North America | EBTY | |||
Acquisitions | |||
Payments to acquire business | 3,400 | ||
Goodwill | 2,000 | ||
Business combination, intangible assets acquired | $ 1,100 | ||
Business combination, intangible assets acquired, weighted average useful life | 7 years |
Basis of Presentation Sales Off
Basis of Presentation Sales Office Closing (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Retention bonuses and professional fees | $ 0.2 |
Future minimum lease obligations | 0.4 |
Employee Severance Obligation | |
Restructuring Reserve [Roll Forward] | |
Charge | 0.1 |
Cash payments | (0.1) |
Other Associated Costs | |
Restructuring Reserve [Roll Forward] | |
Charge | 0.1 |
Cash payments | (0.1) |
Employee Severance and Other Restructuring [Member] | |
Restructuring Reserve [Roll Forward] | |
Balance at March 31, 2016 | $ 0.3 |
Basis of Presentation Recently
Basis of Presentation Recently Adopted Accounting Standards (Details) - USD ($) $ in Millions | Jan. 01, 2016 | Dec. 31, 2015 |
Other Noncurrent Assets | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Long-term deferred tax assets | $ 10.8 | $ 6.7 |
Deferred Income Tax and Other Long-term Liabilities | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Long-term deferred tax liabilities | 4.4 | $ 16.5 |
New Accounting Pronouncement, Early Adoption, Effect | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Decrease in current deferred tax assets | 4.1 | |
Decrease in current deferred tax liabilities | $ 12.1 |
Trade Accounts Receivable, Ne33
Trade Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 |
Receivables [Abstract] | |||
Trade accounts receivable | $ 139,198 | $ 109,859 | $ 120,701 |
Allowance for doubtful accounts | (918) | (1,142) | (765) |
Allowance for sales discounts and returns | (3,157) | (2,706) | (2,620) |
Trade accounts receivable, net | $ 135,123 | $ 106,011 | $ 117,316 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 82,056 | $ 75,950 | $ 84,040 |
In-process products | 20,827 | 18,828 | 20,262 |
Finished products | 107,904 | 100,979 | 101,010 |
Total inventories | $ 210,787 | $ 195,757 | $ 205,312 |
Property, Plant and Equipment35
Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 |
Property, Plant and Equipment | |||
Property, plant and equipment, gross | $ 449,020 | $ 438,708 | $ 431,584 |
Less accumulated depreciation and amortization | (264,398) | (257,115) | (246,055) |
Property, plant and equipment excluding capital projects in progress, net | 184,622 | 181,593 | 185,529 |
Capital projects in progress | 32,038 | 32,123 | 19,480 |
Property, plant and equipment, net | 216,660 | 213,716 | 205,009 |
Land | |||
Property, Plant and Equipment | |||
Property, plant and equipment, gross | 30,535 | 28,698 | 28,795 |
Buildings and site improvements | |||
Property, Plant and Equipment | |||
Property, plant and equipment, gross | 173,605 | 171,890 | 171,541 |
Leasehold improvements | |||
Property, Plant and Equipment | |||
Property, plant and equipment, gross | 5,616 | 5,560 | 5,428 |
Machinery, equipment, and software | |||
Property, Plant and Equipment | |||
Property, plant and equipment, gross | $ 239,264 | $ 232,560 | $ 225,820 |
Goodwill and Intangible Asset36
Goodwill and Intangible Assets, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 |
Carrying amount of goodwill by reportable segment | |||
Goodwill | $ 125,614 | $ 123,950 | $ 122,923 |
North America | |||
Carrying amount of goodwill by reportable segment | |||
Goodwill | 86,038 | 85,834 | 84,216 |
Europe | |||
Carrying amount of goodwill by reportable segment | |||
Goodwill | 38,107 | 36,720 | 37,256 |
Asia/Pacific | |||
Carrying amount of goodwill by reportable segment | |||
Goodwill | $ 1,469 | $ 1,396 | $ 1,451 |
Goodwill and Intangible Asset37
Goodwill and Intangible Assets, Net (Details 2) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 |
Changes in gross carrying amount of finite-lived intangible assets | |||
Gross carrying amount | $ 57,597 | $ 57,065 | $ 59,329 |
Accumulated amortization | (30,878) | (29,390) | (27,845) |
Net carrying amount | 26,719 | 27,675 | 31,484 |
Estimated future amortization of intangible assets | |||
Remaining nine months of 2016 | 4,713 | ||
2,017 | 4,458 | ||
2,018 | 3,329 | ||
2,019 | 3,300 | ||
2,020 | 3,270 | ||
2,021 | 2,792 | ||
Thereafter | 2,676 | ||
Total | 24,538 | ||
North America | |||
Changes in gross carrying amount of finite-lived intangible assets | |||
Gross carrying amount | 27,490 | 27,475 | 29,415 |
Accumulated amortization | (15,743) | (14,941) | (15,545) |
Net carrying amount | 11,747 | 12,534 | 13,870 |
Europe | |||
Changes in gross carrying amount of finite-lived intangible assets | |||
Gross carrying amount | 30,107 | 29,590 | 29,914 |
Accumulated amortization | (15,135) | (14,449) | (12,300) |
Net carrying amount | $ 14,972 | $ 15,141 | $ 17,614 |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets, Net Goodwill and Intangible Assets, Indefinite-lived intangibles - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Indefinite-lived Intangible Assets [Line Items] | |||
Amortization of intangibles | $ 1,487 | $ 1,600 | |
In-Process Research and Development and Trade Name | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets | $ 2,200 | $ 2,200 | $ 2,100 |
Goodwill and Intangible Asset39
Goodwill and Intangible Assets, Net (Details 4) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Changes in the carrying amount of goodwill | ||
Balance at the beginning of the period | $ 123,950 | |
Reclassifications | (6) | |
Foreign exchange | 1,658 | |
Balance at the end of the period | 125,614 | $ 122,923 |
Changes in the carrying amount of intangible assets | ||
Balance at the beginning of the period | 27,675 | |
Reclassifications | (6) | |
Amortization | (1,487) | (1,600) |
Foreign exchange | 537 | |
Balance at the end of the period | $ 26,719 | $ 31,484 |
Debt (Details)
Debt (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | |
Revolving Credit Facility | Base Rate | |||
Debt | |||
Credit facility, interest rate basis | base rate | ||
Line of Credit | |||
Debt | |||
Credit facility, total available credit | $ 304,400,000 | ||
Revolving Credit Facility | |||
Debt | |||
Credit facility, total available credit | 300,000,000 | ||
Credit facility, unused borrowing capacity | $ 4,400,000 | ||
Credit facility, interest rate low end of range (as a percent) | 0.56% | ||
Credit facility, interest rate high end of range (as a percent) | 7.50% | ||
Line of credit and notes payable | $ 0 | $ 0 | $ 0 |
Revolving Credit Facility | Minimum | |||
Debt | |||
Facility fees on the available commitment of the facility (as a percent) | 0.15% | ||
Revolving Credit Facility | Maximum | |||
Debt | |||
Facility fees on the available commitment of the facility (as a percent) | 0.30% | ||
Revolving Credit Facility | LIBOR | |||
Debt | |||
LIBOR rate | 0.44% | ||
Credit facility, interest rate basis | LIBOR | ||
Revolving Credit Facility | LIBOR | Minimum | |||
Debt | |||
Credit facility, interest rate spread (as a percent) | 0.60% | ||
Revolving Credit Facility | LIBOR | Maximum | |||
Debt | |||
Credit facility, interest rate spread (as a percent) | 1.45% | ||
Revolving Credit Facility | Base Rate | Minimum | |||
Debt | |||
Credit facility, interest rate spread (as a percent) | 0.00% | ||
Revolving Credit Facility | Base Rate | Maximum | |||
Debt | |||
Credit facility, interest rate spread (as a percent) | 0.45% |
Stock-Based Incentive Plans (De
Stock-Based Incentive Plans (Details) $ / shares in Units, $ in Thousands | Apr. 20, 2016$ / sharesshares | Feb. 01, 2016$ / sharesshares | Mar. 31, 2016USD ($)plan$ / sharesshares | Mar. 31, 2015USD ($) | Dec. 31, 2015$ / sharesshares |
Stock-Based Compensation | |||||
Number of stock-based incentive plans | plan | 1 | ||||
Number of stock option plans superseded | plan | 2 | ||||
Aggregate Intrinsic Value | |||||
Granted (in shares) | 0 | 0 | |||
Stock options outstanding and expected to vest | 0 | ||||
Total intrinsic value of options exercised (in dollars) | $ | $ 200 | $ 1,200 | |||
Unrecognized compensation cost and vesting period | |||||
Unrecognized compensation costs related to unvested share-based compensation arrangements | $ | $ 16,100 | ||||
Weighted-average period for recognition of unrecognized stock-based compensation expense | 2 years 3 months 18 days | ||||
Restricted Stock Units | |||||
Stock-Based Compensation | |||||
Weighted average granted date fair value (in dollars per share) | $ / shares | $ 32.63 | ||||
Restricted stock unit activity | |||||
Outstanding at the beginning of the period (in shares) | 527,000 | ||||
Awarded (in shares) | 431,439 | 431,000 | |||
Vested (in shares) | (324,000) | ||||
Forfeited (in shares) | (4,000) | ||||
Outstanding at the end of the period (in shares) | 630,000 | 527,000 | |||
Outstanding and expected to vest at end of the period (in shares) | 615,000 | ||||
Weighted-Average Exercise Price | |||||
Weighted-average exercise price at beginning of the period (in dollars per share) | $ / shares | $ 31.56 | ||||
Weighted-average exercise price at end of the period (in dollars per share) | $ / shares | 31.81 | $ 31.56 | |||
Outstanding and expected to vest at the end of the period (in dollars per share) | $ / shares | $ 31.81 | ||||
Aggregate Intrinsic Value | |||||
Outstanding at the end of the period (in dollars) | $ | $ 24,048 | ||||
Outstanding and expected to vest at end of the period (in dollars) | $ | $ 23,484 | ||||
Aggregate Intrinsic Value | |||||
Closing price per share (in dollars per share) | $ / shares | $ 38.17 | ||||
Total intrinsic value of awards vested (in dollars) | $ | $ 10,300 | $ 9,700 | |||
Restricted Stock Units | Subsequent Event | |||||
Stock-Based Compensation | |||||
Weighted average granted date fair value (in dollars per share) | $ / shares | $ 38 | ||||
Non-Qualified Stock Options | |||||
Non-Qualified Stock Options activity | |||||
Exercisable at the start of the period (in shares) | 523,000 | ||||
Exercised (in shares) | (35,000) | ||||
Forfeited (in shares) | (1,000) | ||||
Exercisable at the end of the period (in shares) | 487,000 | 523,000 | |||
Weighted-Average Exercise Price | |||||
Weighted-average exercise price at beginning of the period (in dollars per share) | $ / shares | $ 29.55 | ||||
Weighted-average exercise price at end of the period (in dollars per share) | $ / shares | $ 29.60 | $ 29.55 | |||
Weighted-average remaining contractual life | 1 year 9 months 18 days | ||||
Aggregate Intrinsic Value | |||||
Outstanding at the end of the period (in dollars) | $ | $ 4,174 | ||||
Non Employee Directors | Restricted Stock Units | Subsequent Event | |||||
Restricted stock unit activity | |||||
Awarded (in shares) | 1,800 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2016USD ($)segment | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Segment Reporting [Abstract] | ||||
Number of reportable segments | segment | 3 | |||
Segment Information | ||||
Net sales | $ 199,523 | $ 176,491 | ||
Income (Loss) from Operations | 26,641 | 16,277 | ||
Total Assets | 968,961 | 952,659 | $ 961,309 | |
Cash and cash equivalent | 232,028 | 233,587 | 258,825 | $ 260,307 |
Intersegment elimination | ||||
Segment Information | ||||
Net sales | 5,072 | 6,027 | ||
Administrative and all other | ||||
Segment Information | ||||
Income (Loss) from Operations | (2,348) | (1,754) | ||
Total Assets | (38) | 82,324 | 20,397 | |
Cash and cash equivalent | 153,000 | 151,200 | 164,100 | |
North America | ||||
Segment Information | ||||
Net sales | 174,454 | 150,324 | ||
Income (Loss) from Operations | 30,452 | 20,466 | ||
Total Assets | 771,732 | 674,914 | 748,241 | |
North America | Intersegment elimination | ||||
Segment Information | ||||
Net sales | 573 | 884 | ||
Europe | ||||
Segment Information | ||||
Net sales | 23,698 | 22,788 | ||
Income (Loss) from Operations | (1,618) | (1,632) | ||
Total Assets | 171,352 | 165,795 | 168,305 | |
Europe | Intersegment elimination | ||||
Segment Information | ||||
Net sales | 290 | 299 | ||
Asia/Pacific | ||||
Segment Information | ||||
Net sales | 1,371 | 3,379 | ||
Income (Loss) from Operations | 155 | (803) | ||
Total Assets | 25,915 | 29,626 | $ 24,366 | |
Asia/Pacific | Intersegment elimination | ||||
Segment Information | ||||
Net sales | $ 4,209 | $ 4,844 |
Segment Information (Details 2)
Segment Information (Details 2) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net sales and long-lived assets by geographical area | ||
Net sales | $ 199,523 | $ 176,491 |
Wood Construction Products | ||
Net sales and long-lived assets by geographical area | ||
Net sales | 171,777 | 151,379 |
Concrete Construction Products | ||
Net sales and long-lived assets by geographical area | ||
Net sales | 27,745 | 25,010 |
Other | ||
Net sales and long-lived assets by geographical area | ||
Net sales | $ 1 | $ 102 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |
Apr. 30, 2016 | Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Subsequent Event [Line Items] | ||||
Cash dividends declared per common share (in USD per share) | $ 0.16 | $ 0.140 | $ 0.48 | |
Estimated total cash dividend | $ 7,729 | $ 6,927 | $ 23,297 | |
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Cash dividends declared per common share (in USD per share) | $ 0.18 | |||
Estimated total cash dividend | $ 8,700 | |||
Dividends payable, date to be paid | Jul. 28, 2016 | |||
Dividends payable, date of record | Jul. 7, 2016 | |||
Per share increase on dividend declared | $ 0.02 | |||
Percentage increase on dividend declared | 12.50% |