Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2024 | Jul. 18, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Entity File Number | 1-13648 | |
Entity Registrant Name | Balchem Corp | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 13-2578432 | |
Entity Address, Address Line One | 5 Paragon Drive | |
Entity Address, City or Town | Montvale | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 07645 | |
City Area Code | 845 | |
Local Phone Number | 326-5600 | |
Title of 12(b) Security | Common Stock, par value $.06-2/3 per share | |
Trading Symbol | BCPC | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 32,443,731 | |
Entity Central Index Key | 0000009326 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 63,738 | $ 64,447 |
Accounts receivable, net of allowances of $1,066 and $908 at June 30, 2024 and December 31, 2023 respectively | 123,400 | 125,284 |
Inventories, net | 117,099 | 109,521 |
Prepaid expenses | 9,963 | 7,798 |
Other current assets | 5,956 | 7,192 |
Total current assets | 320,156 | 314,242 |
Property, plant and equipment, net | 272,539 | 276,039 |
Goodwill | 770,026 | 778,907 |
Intangible assets with finite lives, net | 176,102 | 191,212 |
Right of use assets - operating leases | 16,469 | 17,763 |
Right of use assets - finance lease | 1,976 | 2,101 |
Other non-current assets | 17,698 | 16,947 |
Total assets | 1,574,966 | 1,597,211 |
Current liabilities: | ||
Trade accounts payable | 54,501 | 55,503 |
Accrued expenses | 36,993 | 40,855 |
Accrued compensation and other benefits | 14,500 | 17,228 |
Dividends payable | 53 | 25,717 |
Income taxes payable | 3,437 | 4,967 |
Operating lease liabilities - current | 3,589 | 3,949 |
Finance lease liabilities - current | 249 | 272 |
Total current liabilities | 113,322 | 148,491 |
Revolving loan | 266,569 | 309,569 |
Deferred income taxes | 49,956 | 52,046 |
Operating lease liabilities - non-current | 13,666 | 14,601 |
Finance lease liabilities - non-current | 1,847 | 1,943 |
Other long-term obligations | 17,242 | 16,577 |
Total liabilities | 462,602 | 543,227 |
Commitments and contingencies (Note 15) | ||
Stockholders' equity: | ||
Preferred stock, $25 par value. Authorized 2,000,000 shares; none issued and outstanding | 0 | 0 |
Common stock, $0.0667 par value. Authorized 120,000,000 shares; 32,434,858 and 32,254,728 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively | 2,164 | 2,152 |
Additional paid-in capital | 158,791 | 145,653 |
Retained earnings | 958,543 | 897,488 |
Accumulated other comprehensive (loss) income | (7,134) | 8,691 |
Total stockholders' equity | 1,112,364 | 1,053,984 |
Total liabilities and stockholders' equity | $ 1,574,966 | $ 1,597,211 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Accounts receivable, allowance for doubtful accounts | $ 1,066 | $ 908 |
Stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $ 25 | $ 25 |
Preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0667 | $ 0.0667 |
Common stock, shares authorized (in shares) | 120,000,000 | 120,000,000 |
Common stock, shares issued (in shares) | 32,434,858 | 32,254,728 |
Common stock, shares outstanding (in shares) | 32,434,858 | 32,254,728 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Earnings - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Statement [Abstract] | ||||
Net sales | $ 234,081 | $ 231,252 | $ 473,740 | $ 463,792 |
Cost of sales | 151,087 | 153,903 | 309,232 | 313,273 |
Gross margin | 82,994 | 77,349 | 164,508 | 150,519 |
Operating expenses: | ||||
Selling expenses | 18,014 | 18,684 | 36,241 | 36,867 |
Research and development expenses | 3,854 | 3,795 | 7,954 | 7,245 |
General and administrative expenses | 15,329 | 12,034 | 32,840 | 29,163 |
Total operating expenses | 37,197 | 34,513 | 77,035 | 73,275 |
Earnings from operations | 45,797 | 42,836 | 87,473 | 77,244 |
Other expenses, net: | ||||
Interest expense, net | 4,240 | 5,163 | 9,638 | 10,728 |
Other expense (income), net | 331 | (727) | (241) | (1,003) |
Total other (income) expenses | 4,571 | 4,436 | 9,397 | 9,725 |
Earnings before income tax expense | 41,226 | 38,400 | 78,076 | 67,519 |
Income tax expense | 9,157 | 8,290 | 17,021 | 14,699 |
Net earnings | $ 32,069 | $ 30,110 | $ 61,055 | $ 52,820 |
Net earnings per common share - basic (in dollars per share) | $ 0.99 | $ 0.94 | $ 1.89 | $ 1.65 |
Net earnings per common share - diluted (in dollars per share) | $ 0.98 | $ 0.93 | $ 1.87 | $ 1.63 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ 32,069 | $ 30,110 | $ 61,055 | $ 52,820 |
Other comprehensive (loss) income, net of tax: | ||||
Foreign currency translation adjustment | (3,260) | (1,116) | (15,977) | 8,308 |
Unrealized loss on cash flow hedge | 0 | (554) | 0 | (1,065) |
Change in postretirement benefit plans | (2) | 2 | 152 | 102 |
Other comprehensive (loss) income | (3,262) | (1,668) | (15,825) | 7,345 |
Comprehensive income | $ 28,807 | $ 28,442 | $ 45,230 | $ 60,165 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Common Stock | Additional Paid-in Capital |
Beginning balance at Dec. 31, 2022 | $ 938,284 | $ 814,487 | $ (7,154) | $ 2,145 | $ 128,806 |
Beginning balance (in shares) at Dec. 31, 2022 | 32,152,787 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net earnings | 22,710 | 22,710 | |||
Other comprehensive (loss) income | 9,013 | 9,013 | |||
Repurchases of common stock, including excise tax | (3,887) | $ (2) | (3,885) | ||
Repurchases of common stock, including excise tax (in shares) | (28,109) | ||||
Shares and options issued under stock plans | 7,296 | $ 7 | 7,289 | ||
Shares and options issued under stock plans (in shares) | 100,949 | ||||
Ending balance at Mar. 31, 2023 | 973,416 | 837,197 | 1,859 | $ 2,150 | 132,210 |
Ending balance (in shares) at Mar. 31, 2023 | 32,225,627 | ||||
Beginning balance at Dec. 31, 2022 | 938,284 | 814,487 | (7,154) | $ 2,145 | 128,806 |
Beginning balance (in shares) at Dec. 31, 2022 | 32,152,787 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net earnings | 52,820 | ||||
Other comprehensive (loss) income | 7,345 | ||||
Ending balance at Jun. 30, 2023 | 1,006,903 | 867,307 | 191 | $ 2,151 | 137,254 |
Ending balance (in shares) at Jun. 30, 2023 | 32,239,202 | ||||
Beginning balance at Mar. 31, 2023 | 973,416 | 837,197 | 1,859 | $ 2,150 | 132,210 |
Beginning balance (in shares) at Mar. 31, 2023 | 32,225,627 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net earnings | 30,110 | 30,110 | |||
Other comprehensive (loss) income | (1,668) | (1,668) | |||
Repurchases of common stock, including excise tax | (76) | (76) | |||
Repurchases of common stock, including excise tax (in shares) | (567) | ||||
Shares and options issued under stock plans | 5,121 | $ 1 | 5,120 | ||
Shares and options issued under stock plans (in shares) | 14,142 | ||||
Ending balance at Jun. 30, 2023 | 1,006,903 | 867,307 | 191 | $ 2,151 | 137,254 |
Ending balance (in shares) at Jun. 30, 2023 | 32,239,202 | ||||
Beginning balance at Dec. 31, 2023 | $ 1,053,984 | 897,488 | 8,691 | $ 2,152 | 145,653 |
Beginning balance (in shares) at Dec. 31, 2023 | 32,254,728 | 32,254,728 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net earnings | $ 28,986 | 28,986 | |||
Other comprehensive (loss) income | (12,563) | (12,563) | |||
Repurchases of common stock, including excise tax | (5,254) | $ (2) | (5,252) | ||
Repurchases of common stock, including excise tax (in shares) | (36,122) | ||||
Shares and options issued under stock plans | 13,638 | $ 13 | 13,625 | ||
Shares and options issued under stock plans (in shares) | 204,794 | ||||
Ending balance at Mar. 31, 2024 | 1,078,791 | 926,474 | (3,872) | $ 2,163 | 154,026 |
Ending balance (in shares) at Mar. 31, 2024 | 32,423,400 | ||||
Beginning balance at Dec. 31, 2023 | $ 1,053,984 | 897,488 | 8,691 | $ 2,152 | 145,653 |
Beginning balance (in shares) at Dec. 31, 2023 | 32,254,728 | 32,254,728 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net earnings | $ 61,055 | ||||
Other comprehensive (loss) income | (15,825) | ||||
Ending balance at Jun. 30, 2024 | $ 1,112,364 | 958,543 | (7,134) | $ 2,164 | 158,791 |
Ending balance (in shares) at Jun. 30, 2024 | 32,434,858 | 32,434,858 | |||
Beginning balance at Mar. 31, 2024 | $ 1,078,791 | 926,474 | (3,872) | $ 2,163 | 154,026 |
Beginning balance (in shares) at Mar. 31, 2024 | 32,423,400 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net earnings | 32,069 | 32,069 | |||
Other comprehensive (loss) income | (3,262) | (3,262) | |||
Repurchases of common stock, including excise tax | (11) | (11) | |||
Repurchases of common stock, including excise tax (in shares) | (72) | ||||
Shares and options issued under stock plans | 4,777 | $ 1 | 4,776 | ||
Shares and options issued under stock plans (in shares) | 11,530 | ||||
Ending balance at Jun. 30, 2024 | $ 1,112,364 | $ 958,543 | $ (7,134) | $ 2,164 | $ 158,791 |
Ending balance (in shares) at Jun. 30, 2024 | 32,434,858 | 32,434,858 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net earnings | $ 61,055 | $ 52,820 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Depreciation and amortization | 26,174 | 27,074 |
Stock compensation expense | 8,636 | 8,518 |
Deferred income taxes | (1,116) | (573) |
Provision for doubtful accounts | 295 | 133 |
Unrealized gain on foreign currency transactions and deferred compensation | (507) | (1,010) |
Asset impairment and loss on disposal of assets | 313 | 5,203 |
Change in fair value of contingent consideration liability | (91) | (6,400) |
Changes in assets and liabilities | ||
Accounts receivable | 1,208 | 6,621 |
Inventories | (8,345) | (5,332) |
Prepaid expenses and other current assets | (1,160) | (5,389) |
Accounts payable and accrued expenses | (6,875) | (5,451) |
Income taxes | (1,441) | (6,293) |
Other | 234 | (92) |
Net cash provided by operating activities | 78,380 | 69,829 |
Cash flows from investing activities: | ||
Capital expenditures and intangible assets acquired | (13,788) | (17,880) |
Cash paid for acquisitions, net of cash acquired | 0 | (341) |
Proceeds from sale of assets | 272 | 1,881 |
Proceeds from settlement of net investment hedge | 0 | 2,740 |
Investment in affiliates | (80) | (72) |
Net cash used in investing activities | (13,596) | (13,672) |
Cash flows from financing activities: | ||
Proceeds from revolving loan | 26,000 | 13,000 |
Principal payments on revolving loan | (69,000) | (48,000) |
Principal payments on finance lease | (111) | (110) |
Proceeds from stock options exercised | 9,682 | 3,826 |
Dividends paid | (25,568) | (22,869) |
Repurchases of common stock | (5,213) | (3,924) |
Net cash used in financing activities | (64,210) | (58,077) |
Effect of exchange rate changes on cash | (1,283) | 2,216 |
(Decrease) increase in cash and cash equivalents | (709) | 296 |
Cash and cash equivalents beginning of period | 64,447 | 66,560 |
Cash and cash equivalents end of period | $ 63,738 | $ 66,856 |
CONDENSED CONSOLIDATED FINANCIA
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | CONDENSED CONSOLIDATED FINANCIAL STATEMENTS The condensed consolidated financial statements presented herein have been prepared in accordance with the accounting policies described in the December 31, 2023 consolidated financial statements, and should be read in conjunction with the consolidated financial statements and notes, which appear in the Annual Report on Form 10-K for the year ended December 31, 2023. The condensed consolidated financial statements reflect the operations of Balchem Corporation and its subsidiaries (the "Company" or "Balchem"). All intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, the unaudited condensed consolidated financial statements furnished in this Form 10-Q include all adjustments necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods presented. All such adjustments are of a normal, recurring nature. The condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP” or “GAAP”) governing interim financial statements and the instructions to Form 10-Q and Article 10 of Regulation S-X under the Securities Exchange Act of 1934 (the "Exchange Act") and therefore do not include some information and notes necessary to conform to annual reporting requirements. The results of operations for the three and six months ended June 30, 2024 are not necessarily indicative of the operating results expected for the full year or any interim period. Recent Accounting Pronouncements Recently Issued Accounting Standards In December 2023, the FASB issued Accounting Standards Update ("ASU") 2023-09, "Income Taxes (Topic 740) - Improvements to Income Tax Disclosures." The new guidance is intended to enhance the transparency and decision usefulness of income tax disclosures by requiring disaggregated information about a reporting entity's effective tax rate reconciliation and information on income taxes paid. The amendment is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The amendment in this update should be applied on a prospective basis, with retrospective application permitted. The Company is in the process of evaluating the impact that the adoption of ASU 2023-09 will have to the financial statements and related disclosures. In November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures." The ASU expands reportable segment disclosure requirements by requiring disclosures of significant reportable segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”) and included within each reported measure of a segment's profit or loss. The ASU also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a segment's profit or loss in assessing segment performance and deciding how to allocate resources. Additionally, ASU 2023-07 requires all segment profit or loss and assets disclosures to be provided on an annual and interim basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning December 15, 2024. Early adoption is permitted and the amendments must be applied retrospectively to all prior periods presented. The adoption of this guidance will not affect the Company's consolidated results of operations, financial position or cash flows. The Company is currently evaluating the effect the guidance will have on its disclosures. Recently Adopted Accounting Standards |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Jun. 30, 2024 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS' EQUITY Stock-Based Compensation The Company’s results for the three and six months ended June 30, 2024 and 2023 reflected the following stock-based compensation cost, and such compensation cost had the following effects on net earnings: Increase/(Decrease) for the Increase/(Decrease) for the Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Cost of sales $ 425 $ 545 $ 825 $ 959 Operating expenses 3,461 3,203 7,811 7,559 Net earnings (2,974) (2,881) (6,627) (6,563) As allowed by ASC 718, the Company has made an estimate of expected forfeitures based on its historical experience and is recognizing compensation cost only for those stock-based compensation awards expected to vest. The Company's omnibus incentive plan allows for the granting of stock awards and options to purchase common stock. Both incentive stock options and nonqualified stock options can be awarded under the plan. No option will be exercisable for longer than ten years after the date of grant. The Company has approved and reserved a number of shares to be issued upon exercise of the outstanding options that is adequate to cover all exercises. As of June 30, 2024, the plan had 841,101 shares available for future awards, which included an additional 800,000 shares approved by the Company's shareholders during its annual meeting of shareholders held on June 22, 2023. Compensation expense for stock options and stock awards is recognized on a straight-line basis over the vesting period, generally three Option activity for the six months ended June 30, 2024 and 2023 is summarized below: For the Six Months Ended June 30, 2024 Shares (000s) Weighted Aggregate Weighted Outstanding as of December 31, 2023 1,078 $ 104.38 $ 47,889 Granted 113 143.43 Exercised (137) 70.75 Forfeited (2) 137.06 Canceled — — Outstanding as of June 30, 2024 1,052 $ 112.90 $ 43,199 6.0 Exercisable as of June 30, 2024 687 $ 98.31 $ 38,241 4.7 For the Six Months Ended June 30, 2023 Shares (000s) Weighted Aggregate Weighted Outstanding as of December 31, 2022 1,045 $ 99.82 $ 27,221 Granted 109 138.09 Exercised (46) 83.43 Forfeited (11) 131.79 Canceled (1) 138.07 Outstanding as of June 30, 2023 1,096 $ 103.96 $ 35,430 6.2 Exercisable as of June 30, 2023 728 $ 87.95 $ 34,170 4.8 ASC 718 requires companies to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. The weighted average fair values of the stock options granted under the Plans were calculated using either the Black-Scholes model or the Binomial model, whichever was deemed to be most appropriate. For the six months ended June 30, 2024, the fair value of each option grant was estimated on the date of the grant using the following weighted average assumptions: dividend yields of 0.6%; expected volatilities of 28%; risk-free interest rates of 4.1%; and expected lives of 5.0 years. For the six months ended June 30, 2023, the fair value of each option grant was estimated on the date of the grant using the following weighted average assumptions: dividend yields of 0.5%; expected volatilities of 28%; risk-free interest rates of 3.9%; and expected lives of 4.8 years. The Company used a projected expected life for each award granted based on historical experience of employees’ exercise behavior. Expected volatility is based on the Company’s historical volatility levels. Dividend yields are based on the Company’s historical dividend yields. Risk-free interest rates are based on the implied yields currently available on U.S. Treasury zero-coupon issues with a remaining term equal to the expected life. Other information pertaining to option activity during the three and six months ended June 30, 2024 and 2023 is as follows: Three Months Ended Six Months Ended 2024 2023 2024 2023 Weighted-average fair value of options granted $ — $ — $ 44.52 $ 40.91 Total intrinsic value of stock options exercised ($000s) $ 944 $ 597 $ 11,321 $ 2,181 Non-vested restricted stock activity for the six months ended June 30, 2024 and 2023 is summarized below: Six Months Ended June 30, 2024 2023 Shares (000s) Weighted Shares (000s) Weighted Non-vested balance as of December 31 116 $ 133.06 122 $ 124.42 Granted 37 143.78 39 137.48 Vested (32) 119.11 (32) 110.95 Forfeited (2) 132.81 (4) 128.06 Non-vested balance as of June 30 119 $ 140.14 125 $ 131.76 Non-vested performance share activity for the six months ended June 30, 2024 and 2023 is summarized below: Six Months Ended June 30, 2024 2023 Shares (000s) Weighted Shares (000s) Weighted Non-vested balance as of December 31 76 $ 135.25 70 $ 127.69 Granted 47 152.28 42 139.66 Vested (44) 106.57 (36) 98.84 Forfeited — — — — Non-vested balance as of June 30 79 $ 150.73 76 $ 135.25 The performance share (“PS”) awards provide the recipients the right to receive a certain number of shares of the Company’s common stock in the future, subject to an EBITDA performance hurdle, where vesting is dependent upon the Company achieving a certain EBITDA percentage growth over the performance period, and relative total shareholder return (TSR) where vesting is dependent upon the Company’s TSR performance over the performance period relative to a comparator group consisting of the Russell 2000 index constituents. Expense is measured based on the fair value of the grant at the date of grant. A Monte-Carlo simulation has been used to estimate the fair value. The assumptions used in the fair value determination were risk free interest rates of 4.2% and 4.2%; dividend yields of 0.0% and 0.5%; volatilities of 25% and 32%; and initial TSR’s of 10.3% and 4.2%, in each case for the six months ended June 30, 2024 and 2023, respectively. Expense is estimated based on the number of shares expected to vest, assuming the requisite service period is rendered and the probable outcome of the performance condition is achieved. The estimate is revised if subsequent information indicates that the actual number of shares likely to vest differs from previous estimates. Expense is ultimately adjusted based on the actual achievement of service and performance targets. The PS will cliff vest 100% at the end of the third year following the grant in accordance with the performance metrics set forth. Grants may be subject to a mandatory holding period of one year from the vesting date. For PS grants made for the 2024-2026 performance period, grants are subject to such holding period. As of June 30, 2024 and 2023, there were $26,557 and $26,244, respectively, of total unrecognized compensation costs related to non-vested share-based compensation arrangements granted under the plans. As of June 30, 2024, the unrecognized compensation cost is expected to be recognized over a weighted-average period of approximately 1.9 years. The Company estimates that share-based compensation expense for the year ended December 31, 2024 will be approximately $16,700. Repurchase of Common Stock |
INVENTORIES
INVENTORIES | 6 Months Ended |
Jun. 30, 2024 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories, net of reserves at June 30, 2024 and December 31, 2023 consisted of the following: June 30, 2024 December 31, 2023 Raw materials $ 36,069 $ 39,517 Work in progress 6,175 3,960 Finished goods 74,855 66,044 Total inventories $ 117,099 $ 109,521 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment at June 30, 2024 and December 31, 2023 are summarized as follows: June 30, 2024 December 31, 2023 Land $ 11,612 $ 11,787 Building 103,940 104,363 Equipment 311,096 312,704 Construction in progress 65,639 59,981 492,287 488,835 Less: accumulated depreciation 219,748 212,796 Property, plant and equipment, net $ 272,539 $ 276,039 In accordance with Topic 360, the Company reviews long-lived assets for impairment whenever events indicate that the carrying amount of the assets may not be fully recoverable. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset, which is generally based on discounted cash flows. Included in "General and administrative expenses" were $6,146 of restructuring-related impairment and asset disposal charges for the three and six months ended June 30, 2023. There were no such charges related to restructuring for the three and six months ended June 30, 2024. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | INTANGIBLE ASSETS The Company had goodwill in the amount of $770,026 and $778,907 as of June 30, 2024 and December 31, 2023, respectively, subject to the provisions of ASC 350, “Intangibles-Goodwill and Other.” The decrease in goodwill is due to changes in foreign currency translation. Identifiable intangible assets with finite lives at June 30, 2024 and December 31, 2023 are summarized as follows: Amortization Gross Carrying Amount at June 30, 2024 Accumulated Amortization at June 30, 2024 Gross Carrying Amount at December 31, 2023 Accumulated Amortization at December 31, 2023 Customer relationships & lists 10-20 $ 358,082 $ 216,998 $ 362,032 $ 209,651 Trademarks & trade names 2-17 50,112 39,754 50,286 37,773 Developed technology 5-12 40,638 18,308 41,184 17,516 Other 2-18 26,004 23,674 25,733 23,083 $ 474,836 $ 298,734 $ 479,235 $ 288,023 Amortization of identifiable intangible assets was approximately $5,243 and $11,585 for the three and six months ended June 30, 2024, respectively, and $6,892 and $14,185 for the three and six months ended June 30, 2023, respectively. Assuming no change in the gross carrying value of identifiable intangible assets, estimated amortization expense is $7,530 for the remainder of 2024, $15,645 for 2025, $15,434 for 2026, $14,907 for 2027, $14,509 for 2028 and $14,086 for 2029. At June 30, 2024 and December 31, 2023, there were no identifiable intangible assets with indefinite useful lives as defined by ASC 350. Identifiable intangible assets are reflected in “Intangible assets with finite lives, net” on the Company’s condensed consolidated balance sheets. There were no changes to the useful lives of intangible assets subject to amortization during the six months ended June 30, 2024 and 2023. |
EQUITY METHOD INVESTMENT
EQUITY METHOD INVESTMENT | 6 Months Ended |
Jun. 30, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
EQUITY METHOD INVESTMENT | EQUITY METHOD INVESTMENT In 2013, the Company and Eastman Chemical Company formed a joint venture (66.66% / 33.34% ownership), St. Gabriel CC Company, LLC, to design, develop, and construct an expansion of the Company’s St. Gabriel aqueous choline chloride plant. The Company contributed the St. Gabriel plant, at cost, and all continued expansion and improvements are funded by the owners. The joint venture became operational as of July 1, 2016. St. Gabriel CC Company, LLC is a Variable Interest Entity (VIE) because the total equity at risk is not sufficient to permit the joint venture to finance its own activities without additional subordinated financial support. Additionally, voting rights (2 votes each) are not proportionate to the owners’ obligation to absorb expected losses or receive the expected residual returns of the joint venture. The Company receives up to 2/3 of the production offtake capacity and absorbs operating expenses approximately proportional to the actual percentage of offtake. The joint venture is accounted for under the equity method of accounting since the Company is not the primary beneficiary as the Company does not have the power to direct the activities of the joint venture that most significantly impact its economic performance. The Company recognized a loss of $122 and $243 for the three and six months ended June 30, 2024, respectively, and $139 and $278 for the three and six months ended June 30, 2023, respectively, relating to its portion of the joint venture's expenses in other expense. The Company made capital contributions to the investment totaling $38 and $80 for the three and six months ended June 30, 2024, respectively, and $16 and $72 for the three and six months ended June 30, 2023, respectively. The carrying value of the joint venture at June 30, 2024 and December 31, 2023 was $3,912 and $4,076, respectively, and is recorded in "Other non-current assets" on the condensed consolidated balance sheets. |
REVOLVING LOAN
REVOLVING LOAN | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
REVOLVING LOAN | REVOLVING LOAN On July 27, 2022, the Company entered into an Amended and Restated Credit Agreement (the "2022 Credit Agreement") with certain lenders in the form of a senior secured revolving credit facility, due on July 27, 2027. The 2022 Credit Agreement allows for up to $550,000 of borrowing. The loans may be used for working capital, letters of credit, and other corporate purposes and may be drawn upon at the Company’s discretion. As of June 30, 2024 and December 31, 2023, the total balance outstanding on the 2022 Credit Agreement amounted to $266,569 and $309,569, respectively. There are no installment payments required on the revolving loans; they may be voluntarily prepaid in whole or in part without premium or penalty, and all outstanding amounts are due on the maturity date. Amounts outstanding under the 2022 Credit Agreement are subject to an interest rate equal to a fluctuating rate as defined by the 2022 Credit Agreement plus an applicable rate. The applicable rate is based upon the Company’s consolidated net leverage ratio, as defined in the 2022 Credit Agreement, and the interest rate was 6.569% at June 30, 2024. The Company is also required to pay a commitment fee on the unused portion of the revolving loan, which is based on the Company’s consolidated net leverage ratio as defined in the 2022 Credit Agreement and ranges from 0.150% to 0.225% (0.175% at June 30, 2024). The unused portion of the revolving loan amounted to $283,431 at June 30, 2024. The Company is also required to pay, as applicable, letter of credit fees, administrative agent fees, and other fees to the arrangers and lenders. Costs associated with the issuance of the revolving loans are capitalized and amortized on a straight-line basis over the term of the 2022 Credit Agreement, which is not materially different than the effective interest method. Capitalized costs net of accumulated amortization were $886 and $1,030 at June 30, 2024 and December 31, 2023, respectively, and are included in "Other non-current assets" on the condensed consolidated balance sheets. Amortization expense pertaining to these costs totaled $73 and $144 for both the three and six months ended June 30, 2024 and 2023 and are included in "Interest expense, net" in the accompanying condensed consolidated statements of earnings. The 2022 Credit Agreement contains quarterly covenants requiring the consolidated leverage ratio to be less than a certain maximum ratio and the consolidated interest coverage ratio to exceed a certain minimum ratio. At June 30, 2024, the Company was in compliance with these covenants. Indebtedness under the Company’s loan agreements is secured by assets of the Company. |
NET EARNINGS PER SHARE
NET EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
NET EARNINGS PER SHARE | NET EARNINGS PER SHARE The following presents a reconciliation of the net earnings and shares used in calculating basic and diluted net earnings per share: Three Months Ended Six Months Ended 2024 2023 2024 2023 Net Earnings - Basic and Diluted $ 32,069 $ 30,110 $ 61,055 $ 52,820 Shares (000s) Weighted Average Common Shares - Basic 32,310 32,110 32,280 32,094 Effect of Dilutive Securities – Stock Options, Restricted Stock, and Performance Shares 339 324 358 330 Weighted Average Common Shares - Diluted 32,649 32,434 32,638 32,424 Net Earnings Per Share - Basic $ 0.99 $ 0.94 $ 1.89 $ 1.65 Net Earnings Per Share - Diluted $ 0.98 $ 0.93 $ 1.87 $ 1.63 The number of anti-dilutive shares were 339,366 and 357,534 for the three and six months ended June 30, 2024, respectively, and 352,759 and 391,269 for the three and six months ended June 30, 2023, respectively. Anti-dilutive shares could potentially dilute basic earnings per share in future periods and therefore, were not included in diluted earnings per share. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company’s effective tax rate for the three months ended June 30, 2024 and 2023, was 22.2% and 21.6%, respectively. The higher effective tax rate for the quarter was primarily due to lower tax benefits from stock-based compensation and certain higher state taxes, partially offset by certain lower foreign taxes. The effective tax rate was 21.8% for each of the six months ended June 30, 2024 and 2023. C ertain lower foreign taxes for the six months ended June 30, 2024 were offset by certain higher state taxes. Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company regularly reviews its deferred tax assets for recoverability and would establish a valuation allowance if it believed that such assets may not be recovered, taking into consideration historical operating results, expectations of future earnings, changes in its operations and the expected timing of the reversals of existing temporary differences. The Company accounts for uncertainty in income taxes utilizing ASC 740-10, "Income Taxes". ASC 740-10 clarifies whether or not to recognize assets or liabilities for tax positions taken that may be challenged by a tax authority. It prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken or expected to be taken. This interpretation also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, and disclosures. The application of ASC 740-10 requires judgment related to the uncertainty in income taxes and could impact our effective tax rate. The Company files income tax return s in the U.S. and in various states and foreign countries. As of June 30, 2024, in the major jurisdictions where the Company operates, it is generally no longer subject to income tax examinations by tax authorities for years before 2019. The Company had approximately $4,766 and $4,650 of unrecognized tax benefits, which are included in "Other long-term obligations" on the Company’s condensed consolidated balance sheets, as of June 30, 2024 and December 31, 2023, respectively. The Company includes interest expense or income as well as potential penalties on uncertain tax positions as a component of "Income tax expense" in the condensed consolidated statements of earnings. Total accrued interest and penalties related to uncertain tax positions at June 30, 2024 and December 31, 2023 were approximately $1,530 and $1,413, respectively, and are included in "Other long-term obligations" on the Company’s condensed consolidated balance sheets. The European Union ("EU") member states formally adopted the EU's Pillar Two Directive on December 15, 2022, which was established by the Organization for Economic Co-operation and Development. Pillar Two generally provides for a 15 percent minimum effective tax rate for the jurisdictions where multinational enterprises operate. While the Company does not anticipate that this will have a material impact on its tax provision or effective tax rate, the Company continues to monitor evolving tax legislation in the jurisdictions in which it operates. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION Balchem Corporation reports three reportable segments: Human Nutrition and Health, Animal Nutrition and Health, and Specialty Products. Sales and production of products outside of our reportable segments and other minor business activities are included in "Other and Unallocated". The segment information is summarized as follows: Business Segment Assets June 30, December 31, Human Nutrition and Health $ 1,171,962 $ 1,180,527 Animal Nutrition and Health 155,919 166,994 Specialty Products 166,306 168,307 Other and Unallocated (1) 80,779 81,383 Total $ 1,574,966 $ 1,597,211 Business Segment Net Sales Three Months Ended Six Months Ended 2024 2023 2024 2023 Human Nutrition and Health $ 147,928 $ 135,669 $ 300,672 $ 268,322 Animal Nutrition and Health 49,557 61,329 103,478 126,218 Specialty Products 35,094 32,726 66,707 64,957 Other and Unallocated (2) 1,502 1,528 2,883 4,295 Total $ 234,081 $ 231,252 $ 473,740 $ 463,792 Business Segment Earnings Before Income Taxes Three Months Ended Six Months Ended 2024 2023 2024 2023 Human Nutrition and Health $ 33,367 $ 27,499 $ 66,624 $ 45,934 Animal Nutrition and Health 2,693 7,662 4,753 17,160 Specialty Products 11,228 9,298 19,427 17,244 Other and Unallocated (2) (1,491) (1,623) (3,331) (3,094) Interest and other expenses (4,571) (4,436) (9,397) (9,725) Total $ 41,226 $ 38,400 $ 78,076 $ 67,519 Depreciation/Amortization Three Months Ended Six Months Ended 2024 2023 2024 2023 Human Nutrition and Health $ 8,386 $ 9,265 $ 17,926 $ 18,927 Animal Nutrition and Health 2,096 2,123 4,198 3,768 Specialty Products 1,765 1,811 3,544 3,609 Other and Unallocated (2) 259 229 506 770 Total $ 12,506 $ 13,428 $ 26,174 $ 27,074 Capital Expenditures Six Months Ended June 30, 2024 2023 Human Nutrition and Health $ 7,697 $ 13,785 Animal Nutrition and Health 4,332 2,130 Specialty Products 1,245 1,447 Other and Unallocated (2) 173 151 Total $ 13,447 $ 17,513 (1) Other and Unallocated assets consist of certain cash, capitalized loan issuance costs, other assets, investments, and income taxes, which the Company does not allocate to its individual business segments. It also includes assets associated with a few minor businesses which individually do not meet the quantitative thresholds for separate presentation. (2) Other and Unallocated consists of a few minor businesses which individually do not meet the quantitative thresholds for separate presentation and corporate expenses that have not been allocated to a segment. Unallocated corporate expenses consist of: (i) Transaction and integration costs of $132 and $572 for the three and six months ended June 30, 2024, respectively, and $651 and $1,216 for the three and six months ended June 30, 2023, respectively, and (ii) Unallocated amortization expense of $0 and $0 for the three and six months ended June 30, 2024, respectively, and $0 and $312 for the three and six months ended June 30, 2023, respectively, related to an intangible asset in connection with a company-wide ERP system implementation. |
REVENUE
REVENUE | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE Revenue Recognition Revenues are recognized when control of the promised goods is transferred to customers, in an amount that reflects the consideration the Company expects to realize in exchange for those goods. The following table presents revenues disaggregated by revenue source. Sales and usage-based taxes are excluded from revenues. Three Months Ended Six Months Ended 2024 2023 2024 2023 Product Sales Revenue $ 233,726 $ 230,473 $ 472,852 $ 462,233 Royalty Revenue 355 779 888 1,559 Total Revenue $ 234,081 $ 231,252 $ 473,740 $ 463,792 The following table presents revenues disaggregated by geography, based on the shipping addresses of customers: Three Months Ended Six Months Ended 2024 2023 2024 2023 United States $ 177,692 $ 171,450 $ 359,778 $ 338,334 Foreign Countries 56,389 59,802 113,962 125,458 Total Revenue $ 234,081 $ 231,252 $ 473,740 $ 463,792 Product Sales Revenues The Company’s primary operation is the manufacturing and sale of health and nutrition ingredient products, in which the Company receives an order from a customer and fulfills that order. The Company’s product sales are considered point-in-time revenue. Royalty Revenues Royalty revenue consists of agreements with customers to use the Company’s intellectual property in exchange for a sales-based royalty. Royalties are considered over time revenue and are recorded in the Human Nutrition and Health segment. Contract Liabilities The Company records contract liabilities when cash payments are received or due in advance of performance, including amounts which are refundable. The Company’s payment terms vary by the type and location of customers and the products offered. The term between invoicing and when payment is due is not significant. For certain products or services and customer types, the Company requires payment before the products are delivered to the customer. Practical Expedients and Exemptions The Company generally expenses sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within selling and marketing expenses. The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which the Company recognizes revenue at the amount to which it has the right to invoice for products shipped. |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 6 Months Ended |
Jun. 30, 2024 | |
Supplemental Cash Flow Information [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the six months ended June 30, 2024 and 2023 for income taxes and interest is as follows: Six Months Ended June 30, 2024 2023 Income taxes $ 19,140 $ 20,471 Interest $ 10,155 $ 13,454 |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME | 6 Months Ended |
Jun. 30, 2024 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME | ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME The changes in accumulated other comprehensive (loss) income were as follows: Three Months Ended Six Months Ended 2024 2023 2024 2023 Net foreign currency translation adjustment $ (3,260) $ (1,116) $ (15,977) $ 8,308 Net change of cash flow hedge (see Note 19 for further Unrealized loss on cash flow hedge — (730) — (1,406) Tax — 176 — 341 Net of tax — (554) — (1,065) Net change in postretirement benefit plan (see Note 14 for Amortization of (gain) loss (2) 2 (5) 4 Prior service loss arising during the period — — 206 132 Total before tax (2) 2 201 136 Tax — — (49) (34) Net of tax (2) 2 152 102 Total other comprehensive (loss) income $ (3,262) $ (1,668) $ (15,825) $ 7,345 Included in "Net foreign currency translation adjustment" were losses of $434 and $1,455 related to a net investment hedge, which were net of tax benefits of $782 and $1,114 for the three and six months ended June 30, 2023, respectively. The Company settled its derivative instruments on their maturity date of June 27, 2023. See Note 19, Derivative Instruments and Hedging Activities . Accumulated other comprehensive (loss) income at June 30, 2024 and December 31, 2023 consisted of the following: Foreign currency Cash flow hedge Postretirement Total Balance December 31, 2023 $ 8,408 $ — $ 283 $ 8,691 Other comprehensive (loss) income (15,977) — 152 (15,825) Balance June 30, 2024 $ (7,569) $ — $ 435 $ (7,134) |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 6 Months Ended |
Jun. 30, 2024 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS Defined Contribution Plans The Company sponsors one 401(k) savings plan for eligible employees, which allows participants to make pretax or after tax contributions and the Company matches certain percentages of those contributions. The plan also has a discretionary profit sharing portion and matches 401(k) contributions with shares of the Company’s Common Stock. All amounts contributed to the plan are deposited into a trust fund administered by independent trustees. Postretirement Medical Plans The Company provides postretirement benefits in the form of two unfunded postretirement medical plans; one that is under a collective bargaining agreement and covers eligible retired employees of the Verona facility and one for officers of the Company pursuant to the Balchem Corporation Officer Retiree Program. Net periodic benefit costs for such retirement medical plans were as follows: Six Months Ended June 30, 2024 2023 Service cost $ 56 $ 54 Interest cost 28 31 Amortization of (gain) loss (5) 4 Net periodic benefit cost $ 79 $ 89 T he amounts recorded for these obligations on the Company’s condensed consolidated balance sheets as of June 30, 2024 and December 31, 2023 are $1,336 and $1,395, respectively, and are included in "Other long-term obligations" on the Company's condensed consolidated balance sheets. These plans are unfunded and approved claims are paid from Company funds. Historical cash payments made under such plans have typically been less than $200 per year. Defined Benefit Pension Plans On May 27, 2019, the Company acquired Chemogas Holding NV, a privately held specialty gases company headquartered in Grimbergen, Belgium ("Chemogas"), which has an unfunded defined benefit pension plan. The plan provides for the payment of a lump sum at retirement or payments in case of death of the covered employees. The amounts recorded for these obligations on the Company's condensed consolidated balance sheets as of June 30, 2024 and December 31, 2023 were $393 and $420, respectively, and were included in "Other long-term obligations" on the Company's condensed consolidated balance sheets. Net periodic benefit costs for such benefit pension plans were as follows: Six Months Ended June 30, 2024 2023 Service cost with interest to end of year $ 37 $ 32 Interest cost 28 32 Expected return on plan assets (21) (21) Total net periodic benefit cost $ 44 $ 43 Deferred Compensation Plan The Company provides an unfunded, nonqualified deferred compensation plan maintained for the benefit of a select group of management or highly compensated employees. Assets of the plan are held in a rabbi trust, and are subject to additional risk of loss in the event of bankruptcy or insolvency of the Company. The deferred compensation liability was $10,965 as of June 30, 2024, of which $10,946 was included in "Other long-term obligations" and $19 was included in "Accrued compensation and other benefits" on the Company's condensed consolidated balance sheets. The deferred compensation liability was $10,188 as of December 31, 2023 and was included in "Other long-term obligations" on the Company’s condensed consolidated balance sheets. The related assets of the irrevocable trust funds (also known as "rabbi trust funds") were $10,962 and $10,188 as of June 30, 2024 and December 31, 2023, respectively, and were included in "Other non-current assets" on the Company's c |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES The Company is obligated to make rental payments under non-cancelable operating and finance leases. Aggregate future minimum rental payments required under these leases at June 30, 2024 are disclosed in Note 18, Leases . The Company’s Verona, Missouri facility, while held by a prior owner, Syntex Agribusiness, Inc. (“Syntex”), was designated by the U.S. Environmental Protection Agency (the "EPA") as a Superfund site and placed on the National Priorities List in 1983 because of dioxin contamination on portions of the site. Remediation was conducted by Syntex under the oversight of the EPA and the Missouri Department of Natural Resources. The Company is indemnified by the sellers under its May 2001 asset purchase agreement covering its acquisition of the Verona, Missouri facility for potential liabilities associated with the Superfund site. One of the sellers, in turn, has the benefit of certain contractual indemnification by Syntex in relation to the implementation of the above-described Superfund remedy. In June 2023, in response to a Special Notice Letter received from the EPA in 2022, BCP Ingredients, Inc. ("BCP"), the Company's subsidiary that operates the site, Syntex, EPA, and the State of Missouri entered into an Administrative Settlement Agreement and Order on Consent (“ASAOC”) for a focused remedial investigation/feasibility study ("RI/FS") under which (a) BCP will conduct a source investigation of potential source(s) of releases of 1,4-dioxane and chlorobenzene at a portion of the site and (b) BCP and Syntex will complete a RI/FS to determine a potential remedy, if any is required. Activities under the ASAOC are underway and are expected to continue for some period of time. Separately, in June 2022, the EPA conducted an inspection of BCP’s Verona, Missouri facility (“2022 EPA Inspection”) which was followed by BCP entering into an Administrative Order for Compliance on Consent (“AOC”) with the EPA in relation to its risk management program at the Verona facility. Further, in January 2023, BCP entered into an Amended AOC with the EPA whereby the parties agreed to the extension of certain timelines. BCP timely completed all requirements under the Amended AOC. In November 2023, BCP received a notice from the Environment and Natural Resources Division of the U.S Department of Justice (“DOJ”) primarily related to the 2022 EPA Inspection, which extended the opportunity to discuss alleged violations of Sections 112(r)(7) of the Clean Air Act and regulations in 40 C.F.R. Part 68, commonly known as the Risk Management Plan Rule (“RMP Rule”). BCP has engaged in, and intends to continue to participate in, such discussions in 2024. In connection with the 2022 EPA Inspection, the Company believes that a loss contingency in this matter is probable and reasonably estimable and has recorded a loss contingency in an amount that is not material to its financial performance or operations. In addition to the above, from time to time, the Company is a party to various legal proceedings, litigation, claims and assessments. While it is not possible to predict the ultimate disposition of each of these matters, management believes that the ultimate outcome of such matters will not have a material effect on the Company's consolidated financial position, results of operations, liquidity or cash flows. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS The Company has a number of financial instruments, none of which are held for trading purposes. The Company estimates that the fair value of all financial instruments at June 30, 2024 and December 31, 2023 does not differ materially from the aggregate carrying values of its financial instruments recorded in the accompanying condensed consolidated balance sheets. The estimated fair value amounts have been determined by the Company using available market information and appropriate valuation methodologies. Considerable judgment is necessarily required in interpreting market data to develop the estimates of fair value, and, accordingly, the estimates are not necessarily indicative of the amounts that the Company could realize in a current market exchange. The carrying value of debt approximates fair value as the interest rate is based on market and the Company’s consolidated leverage ratio. The Company’s financial instruments also include cash equivalents, accounts receivable, accounts payable, and accrued liabilities, which are carried at cost and approximate fair value due to the short-term maturity of these instruments. Cash and cash equivalents at June 30, 2024 and December 31, 2023 includes $5,472 and $959 in money market funds and other interest-bearing deposit accounts, respectively. Non-current assets at June 30, 2024 and December 31, 2023 included $10,962 and $10,188, respectively, of rabbi trust funds related to the Company's deferred compensation plan. The money market and rabbi trust funds are valued using level one inputs, as defined by ASC 820, “Fair Value Measurement.” The contingent consideration liabilities included on the balance sheet were $9 and $100 as of June 30, 2024 and December 31, 2023, respectively, and were valued using level three inputs, as defined by ASC 820, "Fair Value Measurement". |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2024 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS The Company provides services under a contractual agreement to St. Gabriel CC Company, LLC. These services include accounting, information technology, quality control, and purchasing services, as well as operation of the St. Gabriel CC Company, LLC plant. The Company also sells raw materials to St. Gabriel CC Company, LLC. These raw materials are used in the production of finished goods that are, in turn, sold by Saint Gabriel CC Company, LLC to the Company for resale to unrelated parties. As such, the sale of these raw materials to St. Gabriel CC Company, LLC in this scenario lacks economic substance and therefore the Company does not include them in net sales within the condensed consolidated statements of earnings. Payments for the services the Company provided amounted to $1,120 and $2,212 for the three and six months ended June 30, 2024, respectively, and $1,028 and $2,200 for the three and six months ended June 30, 2023, respectively. The raw materials purchased and subsequently sold amounted to $7,301 and $13,633 for the three and six months ended June 30, 2024, respectively, and $9,782 and $19,795 for the three and six months ended June 30, 2023, respectively. These services and raw materials are primarily recorded in cost of goods sold, net of the finished goods received from St. Gabriel CC Company, LLC of $5,713 and $10,684 during the three and six months ended June 30, 2024, respectively, and $8,223 and $16,295 for the three and six months ended June 30, 2023, respectively. At June 30, 2024 and December 31, 2023, the Company had receivables of $2,959 and $8,314, respectively, recorded in accounts receivable from St. Gabriel CC Company, LLC for services rendered and raw materials sold. At June 30, 2024 and December 31, 2023, the Company had payables of $2,096 and $6,050, respectively, recorded in accounts payable for finished goods received from St. Gabriel CC Company, LLC. The Company had payables in the amount of $296 and $329, respectively, related to non-contractual monies owed to St. Gabriel CC Company, LLC, recorded in accounts payable as of June 30, 2024 and December 31, 2023. |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
LEASES | LEASES The Company has both real estate leases and equipment leases. The main types of equipment leases include forklifts, trailers, printers and copiers, railcars, and trucks. Leases are categorized as both operating leases and finance leases. The Company elected the practical expedient to combine lease and non-lease components and recognizes the combined amount on the condensed consolidated balance sheet. Management determined that since the Company has a centralized treasury function, the parent company would either fund or guarantee a subsidiary's loan for borrowing over a similar term. As such, the Company's management determined it is appropriate to utilize a corporate based borrowing rate for all locations. The Company developed four tranches of leases based on lease terms and these tranches reflect the composition of the current lease portfolio. The Company's borrowing history shows that interest rates of a term loan or a line of credit depend on the duration of the loan rather than the nature of the assets purchased by those funds. Based on this understanding, the Company elected to use a portfolio approach to discount rates, applying corporate rates to the tranches of leases based on lease terms. Based on the Company's risk rating, the Company applied the following discount rates for new leases entered into during the second quarter of 2024: (1) 1-2 years, 6.73% (2) 3-4 years, 7.32% (3) 5-9 years, 7.66% and (4) 10+ years, 8.38%. Right of use assets and lease liabilities at June 30, 2024 and December 31, 2023 are summarized as follows: Right of use assets June 30, 2024 December 31, 2023 Operating leases $ 16,469 $ 17,763 Finance leases 1,976 2,101 Total $ 18,445 $ 19,864 Lease liabilities - current June 30, 2024 December 31, 2023 Operating leases $ 3,589 $ 3,949 Finance leases 249 272 Total $ 3,838 $ 4,221 Lease liabilities - non-current June 30, 2024 December 31, 2023 Operating leases $ 13,666 $ 14,601 Finance leases 1,847 1,943 Total $ 15,513 $ 16,544 For the three and six months ended June 30, 2024 and 2023, the Company's total lease costs were as follows, which included amounts recognized in earnings, amounts capitalized on the balance sheets, and the cash flows arising from lease transactions: Three Months Ended Six Months Ended 2024 2023 2024 2023 Lease Cost Operating lease cost $ 1,351 $ 1,376 $ 2,692 $ 2,646 Finance lease cost Amortization of ROU asset 60 60 120 120 Interest on lease liabilities 27 29 54 58 Total finance lease 87 89 174 178 Total lease cost $ 1,438 $ 1,465 $ 2,866 $ 2,824 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 1,361 $ 1,151 $ 2,694 $ 2,209 Operating cash flows from finance leases 27 29 54 58 Financing cash flows from finance leases 54 55 111 110 $ 1,442 $ 1,235 $ 2,859 $ 2,377 Right-of-use assets obtained in exchange for new operating lease liabilities, net of right-of-use assets disposed $ 766 $ 2,148 $ 1,164 $ 2,605 Weighted-average remaining lease term - operating leases 9.17 years 5.41 years 9.17 years 5.41 years Weighted-average remaining lease term - finance leases 8.65 years 9.51 years 8.65 years 9.51 years Weighted-average discount rate - operating leases 7.5 % 4.1 % 7.5 % 4.1 % Weighted-average discount rate - finance leases 5.0 % 5.0 % 5.0 % 5.0 % Rent expense charged to operations under operating lease agreements for the three and six months ended June 30, 2024 aggregated to approximately $1,351 and $2,692, respectively, and $1,376 and $2,646 for the three and six months ended June 30, 2023, respectively. Aggregate future minimum rental payments required under all non-cancelable operating and finance leases at June 30, 2024 are as follows: Year July 1, 2024 to December 31, 2024 $ 2,875 2025 4,589 2026 3,990 2027 2,921 2028 2,298 2029 1,839 Thereafter 5,805 Total minimum lease payments $ 24,317 |
LEASES | LEASES The Company has both real estate leases and equipment leases. The main types of equipment leases include forklifts, trailers, printers and copiers, railcars, and trucks. Leases are categorized as both operating leases and finance leases. The Company elected the practical expedient to combine lease and non-lease components and recognizes the combined amount on the condensed consolidated balance sheet. Management determined that since the Company has a centralized treasury function, the parent company would either fund or guarantee a subsidiary's loan for borrowing over a similar term. As such, the Company's management determined it is appropriate to utilize a corporate based borrowing rate for all locations. The Company developed four tranches of leases based on lease terms and these tranches reflect the composition of the current lease portfolio. The Company's borrowing history shows that interest rates of a term loan or a line of credit depend on the duration of the loan rather than the nature of the assets purchased by those funds. Based on this understanding, the Company elected to use a portfolio approach to discount rates, applying corporate rates to the tranches of leases based on lease terms. Based on the Company's risk rating, the Company applied the following discount rates for new leases entered into during the second quarter of 2024: (1) 1-2 years, 6.73% (2) 3-4 years, 7.32% (3) 5-9 years, 7.66% and (4) 10+ years, 8.38%. Right of use assets and lease liabilities at June 30, 2024 and December 31, 2023 are summarized as follows: Right of use assets June 30, 2024 December 31, 2023 Operating leases $ 16,469 $ 17,763 Finance leases 1,976 2,101 Total $ 18,445 $ 19,864 Lease liabilities - current June 30, 2024 December 31, 2023 Operating leases $ 3,589 $ 3,949 Finance leases 249 272 Total $ 3,838 $ 4,221 Lease liabilities - non-current June 30, 2024 December 31, 2023 Operating leases $ 13,666 $ 14,601 Finance leases 1,847 1,943 Total $ 15,513 $ 16,544 For the three and six months ended June 30, 2024 and 2023, the Company's total lease costs were as follows, which included amounts recognized in earnings, amounts capitalized on the balance sheets, and the cash flows arising from lease transactions: Three Months Ended Six Months Ended 2024 2023 2024 2023 Lease Cost Operating lease cost $ 1,351 $ 1,376 $ 2,692 $ 2,646 Finance lease cost Amortization of ROU asset 60 60 120 120 Interest on lease liabilities 27 29 54 58 Total finance lease 87 89 174 178 Total lease cost $ 1,438 $ 1,465 $ 2,866 $ 2,824 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 1,361 $ 1,151 $ 2,694 $ 2,209 Operating cash flows from finance leases 27 29 54 58 Financing cash flows from finance leases 54 55 111 110 $ 1,442 $ 1,235 $ 2,859 $ 2,377 Right-of-use assets obtained in exchange for new operating lease liabilities, net of right-of-use assets disposed $ 766 $ 2,148 $ 1,164 $ 2,605 Weighted-average remaining lease term - operating leases 9.17 years 5.41 years 9.17 years 5.41 years Weighted-average remaining lease term - finance leases 8.65 years 9.51 years 8.65 years 9.51 years Weighted-average discount rate - operating leases 7.5 % 4.1 % 7.5 % 4.1 % Weighted-average discount rate - finance leases 5.0 % 5.0 % 5.0 % 5.0 % Rent expense charged to operations under operating lease agreements for the three and six months ended June 30, 2024 aggregated to approximately $1,351 and $2,692, respectively, and $1,376 and $2,646 for the three and six months ended June 30, 2023, respectively. Aggregate future minimum rental payments required under all non-cancelable operating and finance leases at June 30, 2024 are as follows: Year July 1, 2024 to December 31, 2024 $ 2,875 2025 4,589 2026 3,990 2027 2,921 2028 2,298 2029 1,839 Thereafter 5,805 Total minimum lease payments $ 24,317 |
DERIVATIVE INSTRUMENTS AND HEDG
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | 6 Months Ended |
Jun. 30, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES On May 28, 2019, the Company entered into a pay-fixed (2.05%), receive-floating interest rate swap with a notional amount of $108,569 and a maturity date of June 27, 2023, which was designated as cash flow hedge. The net interest income related to the interest rate swap contract was $834 and $1,518 for the three and six months ended June 30, 2023, respectively. There was no such income for the three and six months ended June 30, 2024 as the interest rate swap was settled on its maturity date of June 27, 2023. The net interest income was recorded in the condensed consolidated statements of earnings under "Interest expense, net." On May 28, 2019, the Company also entered into a pay-fixed (0.00%), receive-fixed (2.05%) cross-currency swap to manage foreign exchange risk related to the Company's net investment in Chemogas, which was designated as net investment hedge. The derivative had a notional amount of $108,569, an effective date of May 28, 2019, and a maturity date of June 27, 2023. The interest income related to the cross-currency swap contract was $569 and $1,119 for the three and six months ended June 30, 2023, respectively. There was no such income for the three and six months ended June 30, 2024 as the cross-currency swap was settled on its maturity date of June 27, 2023. The interest income was recorded in the condensed consolidated statements of earnings under "Interest expense, net." The Company settled its derivative instruments on their maturity date of June 27, 2023 and had no other derivatives outstanding as of June 30, 2024. The proceeds from the settlement of the cross-currency swap in the amount of $2,740 were classified as investing activities in the Consolidated Statements of Cash Flows in the second quarter of 2023. Losses on our hedging instruments were recognized in accumulated other comprehensive income (loss) and categorized as follows for the three and six months ended June 30, 2023. There were no such losses for the three and six months ended June 30, 2024: Location within Statements of Comprehensive Income Three Months Ended Six Months Ended Cash flow hedge (interest rate swap), net of tax Unrealized (loss) on cash flow hedge, net $ (554) $ (1,065) Net investment hedge (cross-currency swap), net of tax Net foreign currency translation adjustment (434) (1,455) Total $ (988) $ (2,520) |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||||
Net earnings | $ 32,069 | $ 28,986 | $ 30,110 | $ 22,710 | $ 61,055 | $ 52,820 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
CONDENSED CONSOLIDATED FINANC_2
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Issued Accounting Standards In December 2023, the FASB issued Accounting Standards Update ("ASU") 2023-09, "Income Taxes (Topic 740) - Improvements to Income Tax Disclosures." The new guidance is intended to enhance the transparency and decision usefulness of income tax disclosures by requiring disaggregated information about a reporting entity's effective tax rate reconciliation and information on income taxes paid. The amendment is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The amendment in this update should be applied on a prospective basis, with retrospective application permitted. The Company is in the process of evaluating the impact that the adoption of ASU 2023-09 will have to the financial statements and related disclosures. In November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures." The ASU expands reportable segment disclosure requirements by requiring disclosures of significant reportable segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”) and included within each reported measure of a segment's profit or loss. The ASU also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a segment's profit or loss in assessing segment performance and deciding how to allocate resources. Additionally, ASU 2023-07 requires all segment profit or loss and assets disclosures to be provided on an annual and interim basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning December 15, 2024. Early adoption is permitted and the amendments must be applied retrospectively to all prior periods presented. The adoption of this guidance will not affect the Company's consolidated results of operations, financial position or cash flows. The Company is currently evaluating the effect the guidance will have on its disclosures. Recently Adopted Accounting Standards |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Compensation Cost on Net Earnings | The Company’s results for the three and six months ended June 30, 2024 and 2023 reflected the following stock-based compensation cost, and such compensation cost had the following effects on net earnings: Increase/(Decrease) for the Increase/(Decrease) for the Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Cost of sales $ 425 $ 545 $ 825 $ 959 Operating expenses 3,461 3,203 7,811 7,559 Net earnings (2,974) (2,881) (6,627) (6,563) |
Schedule of Stock Option Activity | Option activity for the six months ended June 30, 2024 and 2023 is summarized below: For the Six Months Ended June 30, 2024 Shares (000s) Weighted Aggregate Weighted Outstanding as of December 31, 2023 1,078 $ 104.38 $ 47,889 Granted 113 143.43 Exercised (137) 70.75 Forfeited (2) 137.06 Canceled — — Outstanding as of June 30, 2024 1,052 $ 112.90 $ 43,199 6.0 Exercisable as of June 30, 2024 687 $ 98.31 $ 38,241 4.7 For the Six Months Ended June 30, 2023 Shares (000s) Weighted Aggregate Weighted Outstanding as of December 31, 2022 1,045 $ 99.82 $ 27,221 Granted 109 138.09 Exercised (46) 83.43 Forfeited (11) 131.79 Canceled (1) 138.07 Outstanding as of June 30, 2023 1,096 $ 103.96 $ 35,430 6.2 Exercisable as of June 30, 2023 728 $ 87.95 $ 34,170 4.8 |
Schedule of Other Information Pertaining to Stock Option Activity | Other information pertaining to option activity during the three and six months ended June 30, 2024 and 2023 is as follows: Three Months Ended Six Months Ended 2024 2023 2024 2023 Weighted-average fair value of options granted $ — $ — $ 44.52 $ 40.91 Total intrinsic value of stock options exercised ($000s) $ 944 $ 597 $ 11,321 $ 2,181 |
Schedule of Non-vested Restricted Stock Activity | Non-vested restricted stock activity for the six months ended June 30, 2024 and 2023 is summarized below: Six Months Ended June 30, 2024 2023 Shares (000s) Weighted Shares (000s) Weighted Non-vested balance as of December 31 116 $ 133.06 122 $ 124.42 Granted 37 143.78 39 137.48 Vested (32) 119.11 (32) 110.95 Forfeited (2) 132.81 (4) 128.06 Non-vested balance as of June 30 119 $ 140.14 125 $ 131.76 |
Schedule of Non-vested Performance Share Activity | Non-vested performance share activity for the six months ended June 30, 2024 and 2023 is summarized below: Six Months Ended June 30, 2024 2023 Shares (000s) Weighted Shares (000s) Weighted Non-vested balance as of December 31 76 $ 135.25 70 $ 127.69 Granted 47 152.28 42 139.66 Vested (44) 106.57 (36) 98.84 Forfeited — — — — Non-vested balance as of June 30 79 $ 150.73 76 $ 135.25 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories, net of reserves at June 30, 2024 and December 31, 2023 consisted of the following: June 30, 2024 December 31, 2023 Raw materials $ 36,069 $ 39,517 Work in progress 6,175 3,960 Finished goods 74,855 66,044 Total inventories $ 117,099 $ 109,521 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment at June 30, 2024 and December 31, 2023 are summarized as follows: June 30, 2024 December 31, 2023 Land $ 11,612 $ 11,787 Building 103,940 104,363 Equipment 311,096 312,704 Construction in progress 65,639 59,981 492,287 488,835 Less: accumulated depreciation 219,748 212,796 Property, plant and equipment, net $ 272,539 $ 276,039 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Identifiable Intangible Assets | Identifiable intangible assets with finite lives at June 30, 2024 and December 31, 2023 are summarized as follows: Amortization Gross Carrying Amount at June 30, 2024 Accumulated Amortization at June 30, 2024 Gross Carrying Amount at December 31, 2023 Accumulated Amortization at December 31, 2023 Customer relationships & lists 10-20 $ 358,082 $ 216,998 $ 362,032 $ 209,651 Trademarks & trade names 2-17 50,112 39,754 50,286 37,773 Developed technology 5-12 40,638 18,308 41,184 17,516 Other 2-18 26,004 23,674 25,733 23,083 $ 474,836 $ 298,734 $ 479,235 $ 288,023 |
NET EARNINGS PER SHARE (Tables)
NET EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Reconciliation of Net Earnings and Shares Used in Calculating Basic and Diluted Net Earnings Per Share | The following presents a reconciliation of the net earnings and shares used in calculating basic and diluted net earnings per share: Three Months Ended Six Months Ended 2024 2023 2024 2023 Net Earnings - Basic and Diluted $ 32,069 $ 30,110 $ 61,055 $ 52,820 Shares (000s) Weighted Average Common Shares - Basic 32,310 32,110 32,280 32,094 Effect of Dilutive Securities – Stock Options, Restricted Stock, and Performance Shares 339 324 358 330 Weighted Average Common Shares - Diluted 32,649 32,434 32,638 32,424 Net Earnings Per Share - Basic $ 0.99 $ 0.94 $ 1.89 $ 1.65 Net Earnings Per Share - Diluted $ 0.98 $ 0.93 $ 1.87 $ 1.63 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The segment information is summarized as follows: Business Segment Assets June 30, December 31, Human Nutrition and Health $ 1,171,962 $ 1,180,527 Animal Nutrition and Health 155,919 166,994 Specialty Products 166,306 168,307 Other and Unallocated (1) 80,779 81,383 Total $ 1,574,966 $ 1,597,211 Business Segment Net Sales Three Months Ended Six Months Ended 2024 2023 2024 2023 Human Nutrition and Health $ 147,928 $ 135,669 $ 300,672 $ 268,322 Animal Nutrition and Health 49,557 61,329 103,478 126,218 Specialty Products 35,094 32,726 66,707 64,957 Other and Unallocated (2) 1,502 1,528 2,883 4,295 Total $ 234,081 $ 231,252 $ 473,740 $ 463,792 Business Segment Earnings Before Income Taxes Three Months Ended Six Months Ended 2024 2023 2024 2023 Human Nutrition and Health $ 33,367 $ 27,499 $ 66,624 $ 45,934 Animal Nutrition and Health 2,693 7,662 4,753 17,160 Specialty Products 11,228 9,298 19,427 17,244 Other and Unallocated (2) (1,491) (1,623) (3,331) (3,094) Interest and other expenses (4,571) (4,436) (9,397) (9,725) Total $ 41,226 $ 38,400 $ 78,076 $ 67,519 Depreciation/Amortization Three Months Ended Six Months Ended 2024 2023 2024 2023 Human Nutrition and Health $ 8,386 $ 9,265 $ 17,926 $ 18,927 Animal Nutrition and Health 2,096 2,123 4,198 3,768 Specialty Products 1,765 1,811 3,544 3,609 Other and Unallocated (2) 259 229 506 770 Total $ 12,506 $ 13,428 $ 26,174 $ 27,074 Capital Expenditures Six Months Ended June 30, 2024 2023 Human Nutrition and Health $ 7,697 $ 13,785 Animal Nutrition and Health 4,332 2,130 Specialty Products 1,245 1,447 Other and Unallocated (2) 173 151 Total $ 13,447 $ 17,513 (1) Other and Unallocated assets consist of certain cash, capitalized loan issuance costs, other assets, investments, and income taxes, which the Company does not allocate to its individual business segments. It also includes assets associated with a few minor businesses which individually do not meet the quantitative thresholds for separate presentation. (2) Other and Unallocated consists of a few minor businesses which individually do not meet the quantitative thresholds for separate presentation and corporate expenses that have not been allocated to a segment. Unallocated corporate expenses consist of: (i) Transaction and integration costs of $132 and $572 for the three and six months ended June 30, 2024, respectively, and $651 and $1,216 for the three and six months ended June 30, 2023, respectively, and (ii) Unallocated amortization expense of $0 and $0 for the three and six months ended June 30, 2024, respectively, and $0 and $312 for the three and six months ended June 30, 2023, respectively, related to an intangible asset in connection with a company-wide ERP system implementation. |
REVENUE (Tables)
REVENUE (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenues Disaggregated by Revenue Source | The following table presents revenues disaggregated by revenue source. Sales and usage-based taxes are excluded from revenues. Three Months Ended Six Months Ended 2024 2023 2024 2023 Product Sales Revenue $ 233,726 $ 230,473 $ 472,852 $ 462,233 Royalty Revenue 355 779 888 1,559 Total Revenue $ 234,081 $ 231,252 $ 473,740 $ 463,792 The following table presents revenues disaggregated by geography, based on the shipping addresses of customers: Three Months Ended Six Months Ended 2024 2023 2024 2023 United States $ 177,692 $ 171,450 $ 359,778 $ 338,334 Foreign Countries 56,389 59,802 113,962 125,458 Total Revenue $ 234,081 $ 231,252 $ 473,740 $ 463,792 |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Supplemental Cash Flow Information | Cash paid during the six months ended June 30, 2024 and 2023 for income taxes and interest is as follows: Six Months Ended June 30, 2024 2023 Income taxes $ 19,140 $ 20,471 Interest $ 10,155 $ 13,454 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss | The changes in accumulated other comprehensive (loss) income were as follows: Three Months Ended Six Months Ended 2024 2023 2024 2023 Net foreign currency translation adjustment $ (3,260) $ (1,116) $ (15,977) $ 8,308 Net change of cash flow hedge (see Note 19 for further Unrealized loss on cash flow hedge — (730) — (1,406) Tax — 176 — 341 Net of tax — (554) — (1,065) Net change in postretirement benefit plan (see Note 14 for Amortization of (gain) loss (2) 2 (5) 4 Prior service loss arising during the period — — 206 132 Total before tax (2) 2 201 136 Tax — — (49) (34) Net of tax (2) 2 152 102 Total other comprehensive (loss) income $ (3,262) $ (1,668) $ (15,825) $ 7,345 |
Schedule of Accumulated Other Comprehensive (Loss) Income | Accumulated other comprehensive (loss) income at June 30, 2024 and December 31, 2023 consisted of the following: Foreign currency Cash flow hedge Postretirement Total Balance December 31, 2023 $ 8,408 $ — $ 283 $ 8,691 Other comprehensive (loss) income (15,977) — 152 (15,825) Balance June 30, 2024 $ (7,569) $ — $ 435 $ (7,134) |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Retirement Benefits [Abstract] | |
Schedule of Net Periodic Benefit Cost | Net periodic benefit costs for such retirement medical plans were as follows: Six Months Ended June 30, 2024 2023 Service cost $ 56 $ 54 Interest cost 28 31 Amortization of (gain) loss (5) 4 Net periodic benefit cost $ 79 $ 89 Net periodic benefit costs for such benefit pension plans were as follows: Six Months Ended June 30, 2024 2023 Service cost with interest to end of year $ 37 $ 32 Interest cost 28 32 Expected return on plan assets (21) (21) Total net periodic benefit cost $ 44 $ 43 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Summary of Right of Use Assets and Lease Liabilities | Right of use assets and lease liabilities at June 30, 2024 and December 31, 2023 are summarized as follows: Right of use assets June 30, 2024 December 31, 2023 Operating leases $ 16,469 $ 17,763 Finance leases 1,976 2,101 Total $ 18,445 $ 19,864 Lease liabilities - current June 30, 2024 December 31, 2023 Operating leases $ 3,589 $ 3,949 Finance leases 249 272 Total $ 3,838 $ 4,221 Lease liabilities - non-current June 30, 2024 December 31, 2023 Operating leases $ 13,666 $ 14,601 Finance leases 1,847 1,943 Total $ 15,513 $ 16,544 For the three and six months ended June 30, 2024 and 2023, the Company's total lease costs were as follows, which included amounts recognized in earnings, amounts capitalized on the balance sheets, and the cash flows arising from lease transactions: Three Months Ended Six Months Ended 2024 2023 2024 2023 Lease Cost Operating lease cost $ 1,351 $ 1,376 $ 2,692 $ 2,646 Finance lease cost Amortization of ROU asset 60 60 120 120 Interest on lease liabilities 27 29 54 58 Total finance lease 87 89 174 178 Total lease cost $ 1,438 $ 1,465 $ 2,866 $ 2,824 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 1,361 $ 1,151 $ 2,694 $ 2,209 Operating cash flows from finance leases 27 29 54 58 Financing cash flows from finance leases 54 55 111 110 $ 1,442 $ 1,235 $ 2,859 $ 2,377 Right-of-use assets obtained in exchange for new operating lease liabilities, net of right-of-use assets disposed $ 766 $ 2,148 $ 1,164 $ 2,605 Weighted-average remaining lease term - operating leases 9.17 years 5.41 years 9.17 years 5.41 years Weighted-average remaining lease term - finance leases 8.65 years 9.51 years 8.65 years 9.51 years Weighted-average discount rate - operating leases 7.5 % 4.1 % 7.5 % 4.1 % Weighted-average discount rate - finance leases 5.0 % 5.0 % 5.0 % 5.0 % |
Schedule of Aggregate Future Minimum Rental Payments Required under Non-Cancelable Finance Leases | Aggregate future minimum rental payments required under all non-cancelable operating and finance leases at June 30, 2024 are as follows: Year July 1, 2024 to December 31, 2024 $ 2,875 2025 4,589 2026 3,990 2027 2,921 2028 2,298 2029 1,839 Thereafter 5,805 Total minimum lease payments $ 24,317 |
Schedule of Aggregate Future Minimum Rental Payments Required under Non-Cancelable Operating Leases | Aggregate future minimum rental payments required under all non-cancelable operating and finance leases at June 30, 2024 are as follows: Year July 1, 2024 to December 31, 2024 $ 2,875 2025 4,589 2026 3,990 2027 2,921 2028 2,298 2029 1,839 Thereafter 5,805 Total minimum lease payments $ 24,317 |
DERIVATIVE INSTRUMENTS AND HE_2
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Gains (Losses) on Hedging Instruments | Losses on our hedging instruments were recognized in accumulated other comprehensive income (loss) and categorized as follows for the three and six months ended June 30, 2023. There were no such losses for the three and six months ended June 30, 2024: Location within Statements of Comprehensive Income Three Months Ended Six Months Ended Cash flow hedge (interest rate swap), net of tax Unrealized (loss) on cash flow hedge, net $ (554) $ (1,065) Net investment hedge (cross-currency swap), net of tax Net foreign currency translation adjustment (434) (1,455) Total $ (988) $ (2,520) |
STOCKHOLDERS' EQUITY - Schedule
STOCKHOLDERS' EQUITY - Schedule of Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 22, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Net earnings | $ (2,974) | $ (2,881) | $ (6,627) | $ (6,563) | |
Expiration period of options granted | 10 years | ||||
Shares available for future awards (in shares) | 841,101 | 841,101 | |||
Additional shares approved (in shares) | 800,000 | ||||
Stock options | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Vesting period | 3 years | ||||
Stock options | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Vesting period | 5 years | ||||
Restricted stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Vesting period | 3 years | ||||
Restricted stock | Non-employee director | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Vesting period | 3 years | ||||
Performance shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Vesting period | 3 years | ||||
Cost of sales | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Stock-based compensation cost | $ 425 | 545 | $ 825 | 959 | |
Operating expenses | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||||
Stock-based compensation cost | $ 3,461 | $ 3,203 | $ 7,811 | $ 7,559 |
STOCKHOLDERS' EQUITY - Schedu_2
STOCKHOLDERS' EQUITY - Schedule of Stock Options / Other Information Pertaining to Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding [Roll Forward] | ||||
Outstanding at beginning of period (in shares) | 1,078 | 1,045 | ||
Granted (in shares) | 113 | 109 | ||
Exercised (in shares) | (137) | (46) | ||
Forfeited (in shares) | (2) | (11) | ||
Canceled (in shares) | 0 | (1) | ||
Outstanding at end of period (in shares) | 1,052 | 1,096 | 1,052 | 1,096 |
Exercisable at end of period (in shares) | 687 | 728 | 687 | 728 |
Weighted Average Exercise Price | ||||
Outstanding at beginning of period (in dollars per share) | $ 104.38 | $ 99.82 | ||
Granted (in dollars per share) | 143.43 | 138.09 | ||
Exercised (in dollars per share) | 70.75 | 83.43 | ||
Forfeited (in dollars per share) | 137.06 | 131.79 | ||
Canceled (in dollars per share) | 0 | 138.07 | ||
Outstanding at end of period (in dollars per share) | $ 112.90 | $ 103.96 | 112.90 | 103.96 |
Exercisable at end of period (in dollars per share) | $ 98.31 | $ 87.95 | $ 98.31 | $ 87.95 |
Aggregate intrinsic value, outstanding, beginning of period | $ 47,889 | $ 27,221 | ||
Aggregate intrinsic value, outstanding, end of period | $ 43,199 | $ 35,430 | 43,199 | 35,430 |
Aggregate intrinsic value, exercisable, end of period | $ 38,241 | $ 34,170 | $ 38,241 | $ 34,170 |
Weighted average remaining contractual term, outstanding | 6 years | 6 years 2 months 12 days | ||
Weighted average remaining contractual term, exercisable | 4 years 8 months 12 days | 4 years 9 months 18 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Weighted-average fair value of options granted (in dollars per share) | $ 0 | $ 0 | $ 44.52 | $ 40.91 |
Total intrinsic value of stock options exercised | $ 944 | $ 597 | $ 11,321 | $ 2,181 |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Dividend yield rate | 0.60% | 0.50% | ||
Expected volatility rate | 28% | 28% | ||
Risk-free interest rate | 4.10% | 3.90% | ||
Expected term | 5 years | 4 years 9 months 18 days |
STOCKHOLDERS' EQUITY - Schedu_3
STOCKHOLDERS' EQUITY - Schedule of Restricted Stock and Performance Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Unrecognized compensation cost | $ 26,557 | $ 26,244 |
Period for unrecognized compensation cost to be recognized over | 1 year 10 months 24 days | |
Estimated share-based compensation expense | $ 16,700 | |
Restricted stock | ||
Shares | ||
Non-vested balance as of beginning of period (in shares) | 116 | 122 |
Granted (in shares) | 37 | 39 |
Vested (in shares) | (32) | (32) |
Forfeited (in shares) | (2) | (4) |
Non-vested balance as of end of period (in shares) | 119 | 125 |
Weighted Average Grant Date Fair Value | ||
Non-vested balance as of beginning of period (in dollars per share) | $ 133.06 | $ 124.42 |
Granted (in dollars per share) | 143.78 | 137.48 |
Vested (in dollars per share) | 119.11 | 110.95 |
Forfeited (in dollars per share) | 132.81 | 128.06 |
Non-vested balance as of end of period (in dollars per share) | $ 140.14 | $ 131.76 |
Performance shares | ||
Shares | ||
Non-vested balance as of beginning of period (in shares) | 76 | 70 |
Granted (in shares) | 47 | 42 |
Vested (in shares) | (44) | (36) |
Forfeited (in shares) | 0 | 0 |
Non-vested balance as of end of period (in shares) | 79 | 76 |
Weighted Average Grant Date Fair Value | ||
Non-vested balance as of beginning of period (in dollars per share) | $ 135.25 | $ 127.69 |
Granted (in dollars per share) | 152.28 | 139.66 |
Vested (in dollars per share) | 106.57 | 98.84 |
Forfeited (in dollars per share) | 0 | 0 |
Non-vested balance as of end of period (in dollars per share) | $ 150.73 | $ 135.25 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Risk-free interest rate | 4.20% | 4.20% |
Dividend yield rate | 0% | 0.50% |
Expected volatility rate | 25% | 32% |
Initial TSR | 10.30% | 4.20% |
Cliff vest | 100% | |
Holding period of grants | 1 year |
STOCKHOLDERS' EQUITY - Repurcha
STOCKHOLDERS' EQUITY - Repurchase of Common Stock (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | ||
Number of shares authorized to be repurchased (in shares) | 3,763,038 | |
Aggregate number of shares repurchased since inception (in shares) | 3,139,300 | |
Number of shares acquired under stock repurchase plan and subsequently reissued (in shares) | 36,194 | 28,676 |
Treasury stock acquired, average cost (in dollars per share) | $ 144.04 | $ 136.85 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 36,069 | $ 39,517 |
Work in progress | 6,175 | 3,960 |
Finished goods | 74,855 | 66,044 |
Total inventories | $ 117,099 | $ 109,521 |
PROPERTY, PLANT AND EQUIPMENT -
PROPERTY, PLANT AND EQUIPMENT - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Abstract] | ||
Gross property, plant and equipment | $ 492,287 | $ 488,835 |
Less: accumulated depreciation | 219,748 | 212,796 |
Property, plant and equipment, net | 272,539 | 276,039 |
Land | ||
Property, Plant and Equipment [Abstract] | ||
Gross property, plant and equipment | 11,612 | 11,787 |
Building | ||
Property, Plant and Equipment [Abstract] | ||
Gross property, plant and equipment | 103,940 | 104,363 |
Equipment | ||
Property, Plant and Equipment [Abstract] | ||
Gross property, plant and equipment | 311,096 | 312,704 |
Construction in progress | ||
Property, Plant and Equipment [Abstract] | ||
Gross property, plant and equipment | $ 65,639 | $ 59,981 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | ||||
Restructuring-related impairment charges | $ 0 | $ 6,146,000 | $ 0 | $ 6,146,000 |
INTANGIBLE ASSETS - Narrative (
INTANGIBLE ASSETS - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Goodwill | $ 770,026,000 | $ 770,026,000 | $ 778,907,000 | ||
Amortization of identifiable intangible assets | 5,243,000 | $ 6,892,000 | 11,585,000 | $ 14,185,000 | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||||
Remainder of 2024 | 7,530,000 | 7,530,000 | |||
2025 | 15,645,000 | 15,645,000 | |||
2026 | 15,434,000 | 15,434,000 | |||
2027 | 14,907,000 | 14,907,000 | |||
2028 | 14,509,000 | 14,509,000 | |||
2029 | 14,086,000 | 14,086,000 | |||
Identifiable intangible assets with indefinite useful lives | $ 0 | $ 0 | $ 0 |
INTANGIBLE ASSETS - Schedule of
INTANGIBLE ASSETS - Schedule of Identifiable Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Identifiable intangible assets [Abstract] | ||
Gross Carrying Amount | $ 474,836 | $ 479,235 |
Accumulated Amortization | 298,734 | 288,023 |
Customer relationships & lists | ||
Identifiable intangible assets [Abstract] | ||
Gross Carrying Amount | 358,082 | 362,032 |
Accumulated Amortization | $ 216,998 | 209,651 |
Customer relationships & lists | Minimum | ||
Identifiable intangible assets [Abstract] | ||
Amortization Period (in years) | 10 years | |
Customer relationships & lists | Maximum | ||
Identifiable intangible assets [Abstract] | ||
Amortization Period (in years) | 20 years | |
Trademarks & trade names | ||
Identifiable intangible assets [Abstract] | ||
Gross Carrying Amount | $ 50,112 | 50,286 |
Accumulated Amortization | $ 39,754 | 37,773 |
Trademarks & trade names | Minimum | ||
Identifiable intangible assets [Abstract] | ||
Amortization Period (in years) | 2 years | |
Trademarks & trade names | Maximum | ||
Identifiable intangible assets [Abstract] | ||
Amortization Period (in years) | 17 years | |
Developed technology | ||
Identifiable intangible assets [Abstract] | ||
Gross Carrying Amount | $ 40,638 | 41,184 |
Accumulated Amortization | $ 18,308 | 17,516 |
Developed technology | Minimum | ||
Identifiable intangible assets [Abstract] | ||
Amortization Period (in years) | 5 years | |
Developed technology | Maximum | ||
Identifiable intangible assets [Abstract] | ||
Amortization Period (in years) | 12 years | |
Other | ||
Identifiable intangible assets [Abstract] | ||
Gross Carrying Amount | $ 26,004 | 25,733 |
Accumulated Amortization | $ 23,674 | $ 23,083 |
Other | Minimum | ||
Identifiable intangible assets [Abstract] | ||
Amortization Period (in years) | 2 years | |
Other | Maximum | ||
Identifiable intangible assets [Abstract] | ||
Amortization Period (in years) | 18 years |
EQUITY METHOD INVESTMENT (Detai
EQUITY METHOD INVESTMENT (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) vote | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2013 | |
Equity Method Investment, Summarized Financial Information [Abstract] | ||||||
Number of votes | vote | 2 | |||||
Percentage of operating expenses to be absorbed | 66.66% | |||||
Percentage of production offtake | 66.66% | |||||
St. Gabriel CC Company, LLC | ||||||
Equity Method Investment, Summarized Financial Information [Abstract] | ||||||
Ownership percentage in joint venture | 66.66% | |||||
Loss relating to joint venture's expenses | $ 122 | $ 139 | $ 243 | $ 278 | ||
Capital contributions | 38 | $ 16 | 80 | $ 72 | ||
Carrying value of joint venture | $ 3,912 | $ 3,912 | $ 4,076 | |||
St. Gabriel CC Company, LLC | Eastman Chemical Company | ||||||
Equity Method Investment, Summarized Financial Information [Abstract] | ||||||
Ownership percentage in joint venture | 33.34% |
REVOLVING LOAN (Details)
REVOLVING LOAN (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Jul. 27, 2022 | |
Debt Instrument [Line Items] | ||||||
Capitalized costs net of accumulated amortization | $ 886,000 | $ 886,000 | $ 1,030,000 | |||
Amortization expense pertaining to capitalized costs | 73,000 | $ 73,000 | 144,000 | $ 144,000 | ||
Revolving loan | Revolving | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 550,000,000 | |||||
Outstanding balance | $ 266,569,000 | 266,569,000 | $ 309,569,000 | |||
Installment payments required | $ 0 | |||||
Credit agreement | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 6.569% | 6.569% | ||||
Commitment fee percentage | 0.175% | |||||
Unused portion of revolving loan | $ 283,431,000 | $ 283,431,000 | ||||
Credit agreement | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee percentage | 0.15% | |||||
Credit agreement | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee percentage | 0.225% |
NET EARNINGS PER SHARE (Details
NET EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Earnings Per Share [Abstract] | ||||||
Net Earnings - Basic and Diluted | $ 32,069 | $ 28,986 | $ 30,110 | $ 22,710 | $ 61,055 | $ 52,820 |
Weighted Average Common Shares - Basic (in shares) | 32,310,000 | 32,110,000 | 32,280,000 | 32,094,000 | ||
Effect of Dilutive Securities - Stock Options, Restricted Stock, and Performance Shares (in shares) | 339,000 | 324,000 | 358,000 | 330,000 | ||
Weighted Average Common Shares - Diluted (in shares) | 32,649,000 | 32,434,000 | 32,638,000 | 32,424,000 | ||
Net Earnings Per Share - Basic (in dollars per share) | $ 0.99 | $ 0.94 | $ 1.89 | $ 1.65 | ||
Net Earnings Per Share - Diluted (in dollars per share) | $ 0.98 | $ 0.93 | $ 1.87 | $ 1.63 | ||
Anti-dilutive shares (in shares) | 339,366 | 352,759 | 357,534 | 391,269 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |||||
Effective tax rate | 22.20% | 21.60% | 21.80% | 21.80% | |
Unrecognized tax benefits | $ 4,766 | $ 4,766 | $ 4,650 | ||
Accrued interest and penalties related to unrecognized tax benefits | $ 1,530 | $ 1,530 | $ 1,413 |
SEGMENT INFORMATION - Narrative
SEGMENT INFORMATION - Narrative (Details) | 6 Months Ended |
Jun. 30, 2024 segment | |
Segment Reporting [Abstract] | |
Reportable segments | 3 |
SEGMENT INFORMATION - Schedule
SEGMENT INFORMATION - Schedule of Business Segment Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Segment information [Abstract] | ||
Assets | $ 1,574,966 | $ 1,597,211 |
Operating Segments | Human Nutrition and Health | ||
Segment information [Abstract] | ||
Assets | 1,171,962 | 1,180,527 |
Operating Segments | Animal Nutrition and Health | ||
Segment information [Abstract] | ||
Assets | 155,919 | 166,994 |
Operating Segments | Specialty Products | ||
Segment information [Abstract] | ||
Assets | 166,306 | 168,307 |
Other and Unallocated | ||
Segment information [Abstract] | ||
Assets | $ 80,779 | $ 81,383 |
SEGMENT INFORMATION - Schedul_2
SEGMENT INFORMATION - Schedule of Business Segment Net Sales (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Segment information [Abstract] | ||||
Net sales | $ 234,081 | $ 231,252 | $ 473,740 | $ 463,792 |
Operating Segments | Human Nutrition and Health | ||||
Segment information [Abstract] | ||||
Net sales | 147,928 | 135,669 | 300,672 | 268,322 |
Operating Segments | Animal Nutrition and Health | ||||
Segment information [Abstract] | ||||
Net sales | 49,557 | 61,329 | 103,478 | 126,218 |
Operating Segments | Specialty Products | ||||
Segment information [Abstract] | ||||
Net sales | 35,094 | 32,726 | 66,707 | 64,957 |
Other and Unallocated | ||||
Segment information [Abstract] | ||||
Net sales | $ 1,502 | $ 1,528 | $ 2,883 | $ 4,295 |
SEGMENT INFORMATION - Schedul_3
SEGMENT INFORMATION - Schedule of Business Segment Earnings Before Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Segment Reporting Information [Line Items] | ||||
Earnings before income taxes | $ 41,226 | $ 38,400 | $ 78,076 | $ 67,519 |
Interest and other expenses | (4,571) | (4,436) | (9,397) | (9,725) |
Operating Segments | Human Nutrition and Health | ||||
Segment Reporting Information [Line Items] | ||||
Earnings before income taxes | 33,367 | 27,499 | 66,624 | 45,934 |
Operating Segments | Animal Nutrition and Health | ||||
Segment Reporting Information [Line Items] | ||||
Earnings before income taxes | 2,693 | 7,662 | 4,753 | 17,160 |
Operating Segments | Specialty Products | ||||
Segment Reporting Information [Line Items] | ||||
Earnings before income taxes | 11,228 | 9,298 | 19,427 | 17,244 |
Other and Unallocated | ||||
Segment Reporting Information [Line Items] | ||||
Earnings before income taxes | (1,491) | (1,623) | (3,331) | (3,094) |
Interest and other expenses | ||||
Segment Reporting Information [Line Items] | ||||
Interest and other expenses | $ (4,571) | $ (4,436) | $ (9,397) | $ (9,725) |
SEGMENT INFORMATION - Schedul_4
SEGMENT INFORMATION - Schedule of Depreciation and Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Segment information [Abstract] | ||||
Depreciation and amortization | $ 12,506 | $ 13,428 | $ 26,174 | $ 27,074 |
Operating Segments | Human Nutrition and Health | ||||
Segment information [Abstract] | ||||
Depreciation and amortization | 8,386 | 9,265 | 17,926 | 18,927 |
Operating Segments | Animal Nutrition and Health | ||||
Segment information [Abstract] | ||||
Depreciation and amortization | 2,096 | 2,123 | 4,198 | 3,768 |
Operating Segments | Specialty Products | ||||
Segment information [Abstract] | ||||
Depreciation and amortization | 1,765 | 1,811 | 3,544 | 3,609 |
Other and Unallocated | ||||
Segment information [Abstract] | ||||
Depreciation and amortization | $ 259 | $ 229 | $ 506 | $ 770 |
SEGMENT INFORMATION - Schedul_5
SEGMENT INFORMATION - Schedule of Capital Expenditures (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Segment information [Abstract] | ||||
Capital expenditures | $ 13,447 | $ 17,513 | ||
Amortization of identifiable intangible assets | $ 5,243 | $ 6,892 | 11,585 | 14,185 |
Other and Unallocated | ||||
Segment information [Abstract] | ||||
Capital expenditures | 173 | 151 | ||
Transaction and integration related costs | 132 | 651 | 572 | 1,216 |
Amortization of identifiable intangible assets | $ 0 | $ 0 | 0 | 312 |
Human Nutrition and Health | Operating Segments | ||||
Segment information [Abstract] | ||||
Capital expenditures | 7,697 | 13,785 | ||
Animal Nutrition and Health | Operating Segments | ||||
Segment information [Abstract] | ||||
Capital expenditures | 4,332 | 2,130 | ||
Specialty Products | Operating Segments | ||||
Segment information [Abstract] | ||||
Capital expenditures | $ 1,245 | $ 1,447 |
REVENUE (Details)
REVENUE (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 234,081 | $ 231,252 | $ 473,740 | $ 463,792 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 177,692 | 171,450 | 359,778 | 338,334 |
Foreign Countries | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 56,389 | 59,802 | 113,962 | 125,458 |
Product Sales Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 233,726 | 230,473 | 472,852 | 462,233 |
Royalty Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 355 | $ 779 | $ 888 | $ 1,559 |
SUPPLEMENTAL CASH FLOW INFORM_3
SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Supplemental Cash Flow Information [Abstract] | ||
Income taxes | $ 19,140 | $ 20,471 |
Interest | $ 10,155 | $ 13,454 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME - Schedule of Changes in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||||
Net foreign currency translation adjustment | $ (3,260) | $ (1,116) | $ (15,977) | $ 8,308 | ||
Unrealized loss on cash flow hedge | 0 | (730) | 0 | (1,406) | ||
Tax | 0 | 176 | 0 | 341 | ||
Net of tax | 0 | (554) | 0 | (1,065) | ||
Net change in postretirement benefit plan (see Note 14 for further information) | ||||||
Amortization of (gain) loss | (2) | 2 | (5) | 4 | ||
Prior service loss arising during the period | 0 | 0 | 206 | 132 | ||
Total before tax | (2) | 2 | 201 | 136 | ||
Tax | 0 | 0 | (49) | (34) | ||
Net of tax | (2) | 2 | 152 | 102 | ||
Other comprehensive (loss) income | $ (3,262) | $ (12,563) | $ (1,668) | $ 9,013 | $ (15,825) | $ 7,345 |
ACCUMULATED OTHER COMPREHENSI_4
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Foreign currency translation adjustment | $ (3,260) | $ (1,116) | $ (15,977) | $ 8,308 |
Currency swap | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Foreign currency translation adjustment | (434) | (1,455) | ||
Net foreign currency translation adjustment tax benefit (expense) | $ 782 | $ 1,114 |
ACCUMULATED OTHER COMPREHENSI_5
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME - Schedule of Components of Accumulated Other Comprehensive (Loss) Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | $ 1,078,791 | $ 1,053,984 | $ 973,416 | $ 938,284 | $ 1,053,984 | $ 938,284 |
Other comprehensive (loss) income | (3,262) | (12,563) | (1,668) | 9,013 | (15,825) | 7,345 |
Ending balance | 1,112,364 | 1,078,791 | 1,006,903 | 973,416 | 1,112,364 | 1,006,903 |
Total | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (3,872) | 8,691 | 1,859 | (7,154) | 8,691 | (7,154) |
Other comprehensive (loss) income | (3,262) | (12,563) | (1,668) | 9,013 | ||
Ending balance | (7,134) | (3,872) | $ 191 | $ 1,859 | (7,134) | $ 191 |
Foreign currency translation adjustment | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | 8,408 | 8,408 | ||||
Other comprehensive (loss) income | (15,977) | |||||
Ending balance | (7,569) | (7,569) | ||||
Cash flow hedge | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | 0 | 0 | ||||
Other comprehensive (loss) income | 0 | |||||
Ending balance | 0 | 0 | ||||
Postretirement benefit plan | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | $ 283 | 283 | ||||
Other comprehensive (loss) income | 152 | |||||
Ending balance | $ 435 | $ 435 |
EMPLOYEE BENEFIT PLANS - Narrat
EMPLOYEE BENEFIT PLANS - Narrative (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 USD ($) plan | Dec. 31, 2023 USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | ||
Number of savings plans | plan | 1 | |
Number of defined benefit plans | plan | 2 | |
Deferred compensation liability | $ 10,965 | $ 10,188 |
Noncurrent deferred compensation liability | 10,946 | |
Current deferred compensation liability | 19 | |
Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Related rabbi trust assets | 10,962 | 10,188 |
Postretirement Medical Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Benefit obligation | 1,336 | 1,395 |
Historical cash payments for retirement medical plan claims per year (less than) | 200 | |
Defined Benefit Pension Plans | Chemogas Defined Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Benefit obligation | $ 393 | $ 420 |
EMPLOYEE BENEFIT PLANS - Schedu
EMPLOYEE BENEFIT PLANS - Schedule of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Postretirement Medical Plans | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Service cost | $ 56 | $ 54 |
Interest cost | 28 | 31 |
Amortization of (gain) loss | (5) | 4 |
Net periodic benefit cost | 79 | 89 |
Defined Benefit Pension Plans | Chemogas Defined Pension Plan | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Service cost | 37 | 32 |
Interest cost | 28 | 32 |
Expected return on plan assets | (21) | (21) |
Net periodic benefit cost | $ 44 | $ 43 |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 USD ($) financial_instrument | Dec. 31, 2023 USD ($) | |
Fair value of financial instruments [Abstract] | ||
Number of financial instruments held for trading purposes | financial_instrument | 0 | |
Level 1 | ||
Fair value of financial instruments [Abstract] | ||
Related rabbi trust assets | $ 10,962 | $ 10,188 |
Level 3 | ||
Fair value of financial instruments [Abstract] | ||
Contingent consideration liabilities | 9 | 100 |
Money market funds | ||
Fair value of financial instruments [Abstract] | ||
Cash and cash equivalents | $ 5,472 | $ 959 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Related Party Transaction [Line Items] | |||||
Cost of sales | $ 151,087 | $ 153,903 | $ 309,232 | $ 313,273 | |
Receivables | 123,400 | 123,400 | $ 125,284 | ||
Payables | 54,501 | 54,501 | 55,503 | ||
St. Gabriel CC Company, LLC | |||||
Related Party Transaction [Line Items] | |||||
Cost of sales | 5,713 | 8,223 | 10,684 | 16,295 | |
Receivables | 2,959 | 2,959 | 8,314 | ||
Payables to related parties | 2,096 | 2,096 | 6,050 | ||
St. Gabriel CC Company, LLC | Non-contractual Monies Owed | |||||
Related Party Transaction [Line Items] | |||||
Payables | 296 | 296 | $ 329 | ||
St. Gabriel CC Company, LLC | Services provided | |||||
Related Party Transaction [Line Items] | |||||
Cost of sales | 1,120 | 1,028 | 2,212 | 2,200 | |
St. Gabriel CC Company, LLC | Raw materials sold | |||||
Related Party Transaction [Line Items] | |||||
Cost of sales | $ 7,301 | $ 9,782 | $ 13,633 | $ 19,795 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) tranche | Jun. 30, 2023 USD ($) | |
Lessee, Lease, Description [Line Items] | ||||
Number of tranches | tranche | 4 | |||
Rent expense charged to operations under lease agreements | $ | $ 1,351 | $ 1,376 | $ 2,692 | $ 2,646 |
Years 1 and 2 | ||||
Lessee, Lease, Description [Line Items] | ||||
Discount rate | 6.73% | 6.73% | ||
Years 1 and 2 | Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Term of contract for operating leases | 1 year | 1 year | ||
Years 1 and 2 | Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Term of contract for operating leases | 2 years | 2 years | ||
Years 3 and 4 | ||||
Lessee, Lease, Description [Line Items] | ||||
Discount rate | 7.32% | 7.32% | ||
Years 3 and 4 | Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Term of contract for operating leases | 3 years | 3 years | ||
Years 3 and 4 | Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Term of contract for operating leases | 4 years | 4 years | ||
Years 5 and 9 | ||||
Lessee, Lease, Description [Line Items] | ||||
Discount rate | 7.66% | 7.66% | ||
Years 5 and 9 | Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Term of contract for operating leases | 5 years | 5 years | ||
Years 5 and 9 | Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Term of contract for operating leases | 9 years | 9 years | ||
Years more than 10 | ||||
Lessee, Lease, Description [Line Items] | ||||
Term of contract for operating leases | 10 years | 10 years | ||
Discount rate | 8.38% | 8.38% |
LEASES - Schedule of Right-of-U
LEASES - Schedule of Right-of-Use Assets and Lease Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Right of use assets | ||
Operating leases | $ 16,469 | $ 17,763 |
Finance leases | 1,976 | 2,101 |
Total | 18,445 | 19,864 |
Operating leases liabilities - current | 3,589 | 3,949 |
Finance lease liabilities - current | 249 | 272 |
Total lease liabilities, current | 3,838 | 4,221 |
Operating leases liabilities - non-current | 13,666 | 14,601 |
Finance lease liabilities - non-current | 1,847 | 1,943 |
Total lease liabilities, non-current | $ 15,513 | $ 16,544 |
LEASES - Schedule of Lease Cost
LEASES - Schedule of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Lease Cost | ||||
Operating lease cost | $ 1,351 | $ 1,376 | $ 2,692 | $ 2,646 |
Amortization of ROU asset | 60 | 60 | 120 | 120 |
Interest on lease liabilities | 27 | 29 | 54 | 58 |
Total finance lease | 87 | 89 | 174 | 178 |
Total lease cost | 1,438 | 1,465 | 2,866 | 2,824 |
Cash paid for amounts included in the measurement of lease liabilities | ||||
Operating cash flows from operating leases | 1,361 | 1,151 | 2,694 | 2,209 |
Operating cash flows from finance leases | 27 | 29 | 54 | 58 |
Financing cash flows from finance leases | 54 | 55 | 111 | 110 |
Cash flows from operating and finance leases | 1,442 | 1,235 | 2,859 | 2,377 |
Right-of-use assets obtained in exchange for new operating lease liabilities, net of right-of-use assets disposed | $ 766 | $ 2,148 | $ 1,164 | $ 2,605 |
Weighted-average remaining lease term - operating leases | 9 years 2 months 1 day | 5 years 4 months 28 days | 9 years 2 months 1 day | 5 years 4 months 28 days |
Weighted-average remaining lease term - finance leases | 8 years 7 months 24 days | 9 years 6 months 3 days | 8 years 7 months 24 days | 9 years 6 months 3 days |
Weighted-average discount rate - operating leases | 7.50% | 4.10% | 7.50% | 4.10% |
Weighted-average discount rate - finance leases | 5% | 5% | 5% | 5% |
LEASES - Schedule of Aggregate
LEASES - Schedule of Aggregate Future Minimum Rental Payments Required under Non-Cancelable Operating Leases (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Operating And Finance Lease, Liability, To Be Paid [Abstract] | |
July 1, 2024 to December 31, 2024 | $ 2,875 |
2025 | 4,589 |
2026 | 3,990 |
2027 | 2,921 |
2028 | 2,298 |
2029 | 1,839 |
Thereafter | 5,805 |
Total minimum lease payments | $ 24,317 |
DERIVATIVE INSTRUMENTS AND HE_3
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | May 28, 2019 | |
Derivative [Line Items] | |||||
Proceeds from settlement | $ 2,740,000 | ||||
Interest Rate Swap | Interest expense | |||||
Derivative [Line Items] | |||||
Net interest income (expense) | $ 0 | 834,000 | $ 0 | $ 1,518,000 | |
Designated as hedging instrument | Interest Rate Swap | |||||
Derivative [Line Items] | |||||
Notional amount of derivatives | $ 108,569,000 | ||||
Designated as hedging instrument | Interest Rate Swap | Pay-fixed interest rate | |||||
Derivative [Line Items] | |||||
Fixed interest rate | 2.05% | ||||
Designated as hedging instrument | Cross-Currency Swap | |||||
Derivative [Line Items] | |||||
Notional amount of derivatives | $ 108,569,000 | ||||
Designated as hedging instrument | Cross-Currency Swap | Interest expense | |||||
Derivative [Line Items] | |||||
Net interest income (expense) | $ 0 | $ 569,000 | $ 0 | $ 1,119,000 | |
Designated as hedging instrument | Cross-Currency Swap | Pay-fixed interest rate | |||||
Derivative [Line Items] | |||||
Fixed interest rate | 0% | ||||
Designated as hedging instrument | Cross-Currency Swap | Receive-fixed interest rate | |||||
Derivative [Line Items] | |||||
Fixed interest rate | 2.05% |
DERIVATIVE INSTRUMENTS AND HE_4
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Schedule of Gains (Losses) on Hedging Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Cash flow hedge (interest rate swap), net of tax | $ 0 | $ (554) | $ 0 | $ (1,065) |
Net investment hedge (cross-currency swap), net of tax | $ (3,260) | (1,116) | $ (15,977) | 8,308 |
Total | $ (988) | $ (2,520) | ||
Interest Rate Swap | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Unrealized loss on cash flow hedge | Unrealized loss on cash flow hedge | ||
Cash flow hedge (interest rate swap), net of tax | $ (554) | $ (1,065) | ||
Cross-Currency Swap | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Change in postretirement benefit plans | Change in postretirement benefit plans | ||
Net investment hedge (cross-currency swap), net of tax | $ (434) | $ (1,455) |