Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
May 31, 2023 | Jul. 25, 2023 | Nov. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | May 31, 2023 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | WOR | ||
Entity Registrant Name | WORTHINGTON INDUSTRIES, INC | ||
Entity Central Index Key | 0000108516 | ||
Current Fiscal Year End Date | --05-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Interactive Data Current | Yes | ||
Entity Shell Company | false | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Title of 12(b) Security | Common Shares, Without Par Value | ||
Security Exchange Name | NYSE | ||
Entity Common Stock, Shares Outstanding | 49,942,488 | ||
Entity Public Float | $ 1,771,488,397 | ||
Entity File Number | 1-8399 | ||
Entity Incorporation, State or Country Code | OH | ||
Entity Tax Identification Number | 31-1189815 | ||
Entity Address, Address Line One | 200 West Old Wilson Bridge Road | ||
Entity Address, City or Town | Columbus | ||
Entity Address, State or Province | OH | ||
Entity Address, Postal Zip Code | 43085 | ||
City Area Code | 614 | ||
Local Phone Number | 438-3210 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
ICFR Auditor Attestation Flag | true | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE: Selected portions of the Registrant’s definitive Proxy Statement for the Annual Meeting of Shareholders to be held on September 27, 2023, are incorporated by reference into Part III of this Annual Report on Form 10-K to the extent provided herein. | ||
Auditor Name | KPMG LLP | ||
Auditor Location | Columbus, Ohio | ||
Auditor Firm ID | 185 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 454,946 | $ 34,485 |
Receivables, less allowances of $3,383 and $1,292 at May 31, 2023 and May 31, 2022, respectively | 692,887 | 857,493 |
Inventories: | ||
Raw materials | 264,568 | 323,609 |
Work in process | 183,248 | 255,019 |
Finished products | 160,152 | 180,512 |
Total inventories | 607,968 | 759,140 |
Income taxes receivable | 4,198 | 20,556 |
Assets held for sale | 3,381 | 20,318 |
Prepaid expenses and other current assets | 104,957 | 93,661 |
Total current assets | 1,868,337 | 1,785,653 |
Investments in unconsolidated affiliates | 252,591 | 327,381 |
Operating lease assets | 99,967 | 98,769 |
Goodwill | 414,820 | 401,469 |
Other intangible assets, net of accumulated amortization of $112,202 and $93,973 at May 31, 2023 and May 31, 2022, respectively | 314,226 | 299,017 |
Other assets | 25,323 | 34,394 |
Property, plant and equipment: | ||
Land | 49,697 | 51,483 |
Buildings and improvements | 308,669 | 303,269 |
Machinery and equipment | 1,263,962 | 1,196,806 |
Construction in progress | 45,165 | 59,363 |
Total property, plant and equipment | 1,667,493 | 1,610,921 |
Less: accumulated depreciation | 991,839 | 914,581 |
Total property, plant and equipment, net | 675,654 | 696,340 |
Total assets | 3,650,918 | 3,643,023 |
Current liabilities: | ||
Accounts payable | 528,920 | 668,438 |
Short-term borrowings | 2,813 | 47,997 |
Accrued compensation, contributions to employee benefit plans and related taxes | 93,810 | 117,530 |
Dividends payable | 18,330 | 15,988 |
Other accrued items | 53,362 | 70,125 |
Current operating lease liabilities | 12,608 | 11,618 |
Income taxes payable | 7,451 | 300 |
Current maturities of long-term debt | 264 | 265 |
Total current liabilities | 717,558 | 932,261 |
Other liabilities | 113,286 | 115,991 |
Distributions in excess of investment in unconsolidated affiliate | 117,297 | 81,149 |
Long-term debt | 689,718 | 696,345 |
Noncurrent operating lease liabilities | 89,982 | 88,183 |
Deferred income taxes, net | 101,449 | 115,132 |
Total liabilities | 1,829,290 | 2,029,061 |
Shareholders' equity - controlling interest: | ||
Preferred shares, without par value; authorized - 1,000,000 shares; issued and outstanding - none | ||
Common shares, without par value; authorized - 150,000,000 shares; issued and outstanding, 2023 - 48,659,323 shares, 2022 - 48,380,112 shares | ||
Additional paid-in capital | 290,799 | 273,439 |
Accumulated other comprehensive loss, net of taxes of $(5) and $2,049 at May 31, 2023 and May 31, 2022, respectively | (23,179) | (22,850) |
Retained earnings | 1,428,391 | 1,230,163 |
Total shareholders' equity - controlling interest | 1,696,011 | 1,480,752 |
Noncontrolling interests | 125,617 | 133,210 |
Total equity | 1,821,628 | 1,613,962 |
Total liabilities and equity | $ 3,650,918 | $ 3,643,023 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 |
Statement of Financial Position [Abstract] | ||
Receivables, allowances | $ 3,383 | $ 1,292 |
Other intangible assets, accumulated amortization | $ 112,202 | $ 93,973 |
Preferred shares, without par value | ||
Preferred shares, shares authorized | 1,000,000 | 1,000,000 |
Preferred shares, shares issued | 0 | 0 |
Preferred shares, shares outstanding | 0 | 0 |
Common stock, without par value | ||
Common shares, authorized | 150,000,000 | 150,000,000 |
Common shares, shares issued | 48,659,323 | 48,380,112 |
Common shares, shares outstanding | 48,659,323 | 48,380,112 |
Accumulated other comprehensive loss, taxes | $ (5) | $ 2,049 |
Consolidated Statements of Earn
Consolidated Statements of Earnings - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
May 31, 2023 | May 31, 2022 | May 31, 2021 | ||
Income Statement [Abstract] | ||||
Net sales | $ 4,916,392 | $ 5,242,219 | $ 3,171,429 | |
Cost of goods sold | 4,253,080 | 4,527,403 | 2,532,351 | |
Gross margin | 663,312 | 714,816 | 639,078 | |
Selling, general and administrative expense | 428,872 | 399,568 | 351,145 | |
Impairment of long-lived assets | 2,596 | 3,076 | 13,739 | |
Restructuring and other (income) expense, net | (4,571) | (17,096) | 56,097 | |
Separation costs | 24,048 | |||
Incremental expenses related to Nikola gains | 50,624 | |||
Operating income | 212,367 | 329,268 | 167,473 | |
Other income (expense): | ||||
Miscellaneous income (expense), net | (1,227) | 2,714 | 2,163 | |
Interest expense, net | (26,759) | (31,337) | (30,346) | |
Equity in net income of unconsolidated affiliates | 160,987 | 213,641 | 123,325 | |
Gains on investment in Nikola | (655,102) | |||
Earnings before income taxes | 345,368 | 514,286 | 917,717 | |
Income tax expense | 76,198 | 115,022 | 176,267 | |
Net earnings | 269,170 | 399,264 | 741,450 | |
Net earnings attributable to noncontrolling interests | [1] | 12,642 | 19,878 | 17,655 |
Net earnings attributable to controlling interest | $ 256,528 | $ 379,386 | $ 723,795 | |
Basic | ||||
Average common shares outstanding | 48,566 | 49,940 | 52,701 | |
Earnings per common share attributable to controlling interest | $ 5.28 | $ 7.60 | $ 13.73 | |
Diluted | ||||
Average common shares outstanding | 49,386 | 50,993 | 53,917 | |
Earnings per common share attributable to controlling interest | $ 5.19 | $ 7.44 | $ 13.42 | |
[1] Net earnings attributable to noncontrolling interests are not taxable to us. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net earnings | $ 269,170 | $ 399,264 | $ 741,450 |
Other comprehensive income (loss): | |||
Foreign currency translation, net of tax | (6,813) | (17,089) | 10,921 |
Pension liability adjustment, net of tax | 4,514 | 9,711 | 5,931 |
Cash flow hedges, net of tax | 1,970 | (60,859) | 63,752 |
Other comprehensive income (loss) | (329) | (68,237) | 80,604 |
Comprehensive income | 268,841 | 331,027 | 822,054 |
Comprehensive income attributable to noncontrolling interests | 12,642 | 19,878 | 17,655 |
Comprehensive income attributable to controlling interest | $ 256,199 | $ 311,149 | $ 804,399 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Worthington Taylor, LLC | Common Shares | Additional Paid-in Capital | Additional Paid-in Capital Worthington Taylor, LLC | Accumulated Other Comprehensive Income (Loss), Net of Tax | Retained Earnings | Total | Total Worthington Taylor, LLC | Noncontrolling Interests | Noncontrolling Interests Worthington Taylor, LLC |
Balance at May. 31, 2020 | $ 966,433 | $ 283,776 | $ (35,217) | $ 572,262 | $ 820,821 | $ 145,612 | |||||
Balance (in shares) at May. 31, 2020 | 54,616,485 | ||||||||||
Net earnings | 741,450 | 723,795 | 723,795 | 17,655 | |||||||
Other comprehensive income (loss) | 80,604 | 80,604 | 80,604 | ||||||||
Common shares issued, net of withholding tax | 6,581 | 6,581 | 6,581 | ||||||||
Common shares issued, net of withholding tax (in shares) | 732,326 | ||||||||||
Theoretical common shares in non-qualified deferred compensation plans | 556 | 556 | 556 | ||||||||
Stock-based compensation | 13,005 | 13,005 | 13,005 | ||||||||
Partner contribution to Samuel | 925 | 925 | |||||||||
Repurchases and retirement of common shares | $ (192,054) | (21,128) | (170,926) | (192,054) | |||||||
Repurchases and retirement of common shares (in shares) | 4,018,000 | (4,018,464) | |||||||||
Dividends to noncontrolling interests | $ (10,690) | (10,690) | |||||||||
Cash dividends declared ($1.03 per share in 2021, $1.12 per share in 2022 and $1.24 per share in 2023) | (55,115) | (55,115) | (55,115) | ||||||||
Balance at May. 31, 2021 | 1,551,695 | 282,790 | 45,387 | 1,070,016 | 1,398,193 | 153,502 | |||||
Balance (in shares) at May. 31, 2021 | 51,330,347 | ||||||||||
Net earnings | 399,264 | 379,386 | 379,386 | 19,878 | |||||||
Other comprehensive income (loss) | (68,237) | (68,237) | (68,237) | ||||||||
Common shares issued, net of withholding tax | (6,280) | (6,280) | (6,280) | ||||||||
Common shares issued, net of withholding tax (in shares) | 284,765 | ||||||||||
Theoretical common shares in non-qualified deferred compensation plans | 592 | 592 | 592 | ||||||||
Stock-based compensation | 15,672 | 15,672 | 15,672 | ||||||||
Repurchases and retirement of common shares | $ (180,248) | (17,962) | (162,286) | (180,248) | |||||||
Repurchases and retirement of common shares (in shares) | 3,235,000 | (3,235,000) | |||||||||
Purchase of noncontrolling interest in Worthington Taylor, LLC | $ (6,383) | $ (1,373) | $ (1,373) | $ (5,010) | |||||||
Dividends to noncontrolling interests | $ (35,160) | (35,160) | |||||||||
Cash dividends declared ($1.03 per share in 2021, $1.12 per share in 2022 and $1.24 per share in 2023) | (56,953) | (56,953) | (56,953) | ||||||||
Balance at May. 31, 2022 | 1,613,962 | 273,439 | (22,850) | 1,230,163 | 1,480,752 | 133,210 | |||||
Balance (in shares) at May. 31, 2022 | 48,380,112 | ||||||||||
Net earnings | 269,170 | 256,528 | 256,528 | 12,642 | |||||||
Other comprehensive income (loss) | (329) | (329) | (329) | ||||||||
Common shares issued, net of withholding tax | (1,780) | (1,780) | (1,780) | ||||||||
Common shares issued, net of withholding tax (in shares) | 279,211 | ||||||||||
Theoretical common shares in non-qualified deferred compensation plans | 726 | 726 | 726 | ||||||||
Stock-based compensation | $ 18,414 | 18,414 | 18,414 | ||||||||
Repurchases and retirement of common shares (in shares) | 0 | ||||||||||
Dividends to noncontrolling interests | $ (20,235) | (20,235) | |||||||||
Cash dividends declared ($1.03 per share in 2021, $1.12 per share in 2022 and $1.24 per share in 2023) | (61,900) | (61,900) | (61,900) | ||||||||
Balance at May. 31, 2023 | 1,821,628 | $ 290,799 | $ (23,179) | 1,428,391 | 1,696,011 | $ 125,617 | |||||
Balance (ASC 842) at May. 31, 2023 | $ 3,600 | $ 3,600 | $ 3,600 | ||||||||
Balance (in shares) at May. 31, 2023 | 48,659,323 |
Consolidated Statements of Eq_2
Consolidated Statements of Equity (Parenthetical) - $ / shares | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Statement of Stockholders' Equity [Abstract] | |||
Cash dividend declared, per share | $ 1.24 | $ 1.12 | $ 1.03 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Operating activities: | |||
Net earnings | $ 269,170 | $ 399,264 | $ 741,450 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||
Depreciation and amortization | 112,800 | 98,827 | 87,654 |
Impairment of long-lived assets | 2,596 | 3,076 | 13,739 |
Provision for (benefit from) deferred income taxes | (15,528) | 19,175 | 4,822 |
Bad debt expense (income) | 2,108 | 959 | (255) |
Equity in net income of unconsolidated affiliates, net of distributions | 79,870 | (113,583) | 32,318 |
Net (gain) loss on sale of assets | (4,458) | (16,150) | 53,607 |
Stock-based compensation | 19,178 | 16,100 | 19,129 |
Gains on investment in Nikola | 655,102 | ||
Charitable contribution of Nikola shares | 20,653 | ||
Changes in assets and liabilities, net of impact of acquisitions: | |||
Receivables | 143,089 | (151,328) | (223,254) |
Inventories | 160,116 | (118,490) | (169,740) |
Accounts payable | (150,400) | 12,230 | 315,222 |
Accrued compensation and employee benefits | (23,226) | (29,348) | 75,725 |
Income taxes payable | 7,150 | (5,977) | 2,671 |
Other operating items, net | 22,899 | (44,643) | 20,376 |
Net cash provided by operating activities | 625,364 | 70,112 | 274,379 |
Investing activities: | |||
Investment in property, plant and equipment | (86,366) | (94,600) | (82,178) |
Investment in non-marketable equity securities | (770) | ||
Purchase of noncontrolling interest in Worthington Taylor, LLC | (6,811) | ||
Acquisitions, net of cash acquired | (56,088) | (376,713) | (129,615) |
Proceeds from sale of assets, net of selling costs | 35,653 | 39,936 | 45,854 |
Net cash provided (used) by investing activities | (71,776) | (438,188) | 468,510 |
Financing activities: | |||
Net proceeds from (repayments of) short-term borrowings, net of issuance costs | (45,183) | 41,726 | |
Principal payments on long-term debt | (6,685) | (565) | (622) |
Proceeds from issuance of common shares, net of tax withholdings | (1,780) | (6,280) | 6,581 |
Payments to noncontrolling interests | (20,235) | (35,160) | (10,690) |
Repurchase of common shares | (180,248) | (192,054) | |
Dividends paid | (59,244) | (57,223) | (52,991) |
Net cash used by financing activities | (133,127) | (237,750) | (249,776) |
Increase (decrease) in cash and cash equivalents | 420,461 | (605,826) | 493,113 |
Cash and cash equivalents at beginning of year | 34,485 | 640,311 | 147,198 |
Cash and cash equivalents at end of year | 454,946 | $ 34,485 | 640,311 |
ArtiFlex | |||
Investing activities: | |||
Net proceeds from sale of investment/shares | $ 35,795 | ||
Nikola | |||
Investing activities: | |||
Net proceeds from sale of investment/shares | $ 634,449 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
May 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note A – Summary of Significant Accounting Policies Consolidation: Our consolidated financial statements include the accounts of Worthington Industries and its consolidated subsidiaries. Significant intercompany accounts and transactions are eliminated. We own controlling interests in the following three joint ventures: Spartan ( 52 %), TWB ( 55 %), and Samuel ( 63 %). We also own a 51 % controlling interest in WSP, which became a non-operating joint venture on October 31, 2022, when its remaining net assets were sold. See “ Note F – Restructuring and Other (Income) Expense, Net” for additional information. These joint ventures are consolidated with the equity owned by the other joint venture members shown as noncontrolling interests in our consolidated balance sheets, and their portions of net earnings and OCI shown as net earnings or comprehensive income attributable to noncontrolling interests in our consolidated statements of earnings and comprehensive income, respectively. Investments in unconsolidated affiliates are accounted for using the equity method with our proportionate share of income or loss recognized within equity in net income of unconsolidated affiliates (“equity income”) in our consolidated statements of earnings. See further discussion of our unconsolidated affiliates in “Note D – Investments in Unconsolidated Affiliates.” The Proposed Separation of the Steel Processing Business: On September 29, 2022, we announced that the Board approved the Separation, a plan to pursue a separation into two independent, publicly-traded companies – one company, Worthington Steel, is expected to be comprised of our Steel Processing operating segment, and the other company, New Worthington, is expected to be comprised of our Consumer Products, Building Products and Sustainable Energy Solutions operating segments. We plan to effect the Separation via a distribution of common shares of Worthington Steel, which is expected to be tax-free to shareholders of Worthington Industries for U.S. federal income tax purposes. The Separation transaction is expected to be completed by early 2024, but is subject to certain conditions, including, among other things, general market conditions, finalization of the capital structure of the two companies, completion of steps necessary to qualify the Separation as a tax-free transaction, receipt of regulatory approvals and final approval from the Board. Direct and incremental costs incurred in connection with the anticipated Separation, including audit, advisory, and legal costs, are presented separately in our consolidated statements of earnings as “Separation costs.” Separation costs totaled $ 24,048 during fiscal 2023. Minority buy-out of Worthington Taylor: On May 2, 2022, we purchased the 49 % noncontrolling interest in Worthington Taylor, LLC (“Worthington Taylor”) from a subsidiary of U.S. Steel which also owns the noncontrolling interest in WSP. The purchase price for the noncontrolling interest in Worthington Taylor, the entity which owned the assets of WSP’s Taylor, Michigan facility, was $ 6,811 . As a result of this transaction, Worthington Taylor became one of our wholly-owned subsidiaries. Due to our then existing controlling interest in the assets, the transaction was accounted for within equity. Use of Estimates: The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Cash and Cash Equivalents: We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. At May 31, 2023, cash and cash equivalents included cash held in banks, and short-term, highly liquid investments. Our short-term investments are measured at fair value using the net asset value per share practical expedient, and therefore, are not classified in the fair value hierarchy. Our cash held in banks is measured in the fair value hierarchy using Level 1 inputs. Inventories: Inventories are valued at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method for all inventories. The assessment of net realizable value requires the use of estimates to determine cost to complete, normal profit margin and the ultimate selling price of inventory. We believe our inventories were valued appropriately as of May 31, 2023 and May 31, 2022 . Derivative Financial Instruments: We utilize derivative financial instruments to primarily manage exposure to certain risks related to our ongoing operations. The primary risks managed through the use of derivative financial instruments include interest rate risk, foreign currency exchange risk and commodity price risk. All derivative financial instruments are accounted for using mark-to-market accounting. The accounting for changes in the fair value of a derivative financial instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, if so, the reason for holding it. Gains and losses on fair value hedges are recognized in current period earnings in the same line as the underlying hedged item. Gains and losses on cash flow hedges are deferred as a component of accumulated other comprehensive income or loss (“AOCI”) and recognized in earnings at the time the hedged item affects earnings, in the same financial statement caption as the underlying hedged item. Classification in our consolidated statements of earnings of gains and losses related to derivative financial instruments that do not qualify for hedge accounting is determined based on the underlying intent of the instruments. Cash flows related to derivative financial instruments are generally classified as operating activities in our consolidated statements of cash flows. In order for hedging relationships to qualify for hedge accounting under current accounting guidance, we formally document each hedging relationship and its risk management objective. Derivative financial instruments are executed only with highly-rated counterparties. No credit loss is anticipated on existing instruments, and no material credit losses have been experienced to date. We monitor our positions, as well as the credit ratings of counterparties to those positions. We discontinue hedge accounting when it is determined that a derivative financial instrument is no longer highly effective in offsetting the hedged risk, expires or is sold, is terminated or is no longer designated as a hedging instrument because it is unlikely that a forecasted transaction will occur or we determine that designation as a hedging instrument is no longer appropriate. In all situations in which hedge accounting is discontinued and the derivative financial instrument is retained, we continue to carry the derivative financial instrument at its fair value on our consolidated balance sheet and recognize any subsequent changes in its fair value in net earnings immediately. When it is probable that a forecasted transaction will not occur, we discontinue hedge accounting and immediately recognize the gains and losses that were accumulated in AOCI. Refer to “Note R – Derivative Financial Instruments and Hedging Activities” for additional information regarding our consolidated balance sheet location and the risk classification of our derivative financial instruments. Risks and Uncertainties : As of May 31, 2023 , excluding our joint ventures, we operated 28 manufacturing facilities worldwide, principally in four operating segments, which corresponded with our reportable operating segments: Steel Processing, Consumer Products, Building Products, and Sustainable Energy Solutions. We also held equity positions in seven operating joint ventures, which operated 44 manufacturing facilities worldwide, as of May 31, 2023. Our largest end market is the automotive industry, which comprised 37 % of our consolidated net sales in each of fiscal 2023, fiscal 2022, and fiscal 2021. Our international operations represented 13 % , 6 % , and 7 % of our consolidated net sales and an insignificant portion of our consolidated net earnings attributable to controlling interest in fiscal 2023, fiscal 2022, and fiscal 2021, respectively, and 10 % and of our consolidated net assets as of May 31, 2023 and May 31, 2022. As of May 31, 2023, approximately 15 % of our consolidated labor force was represented by collective bargaining units, all of which are located in jurisdictions outside of the U.S. where collective bargaining arrangements are customary. The concentration of credit risks from financial instruments related to the markets we serve is not expected to have a material adverse effect on our consolidated financial position, cash flows or future results of operations. In fiscal 2023, our largest customer accounted for approximately 12 % of our consolidated net sales, and our ten largest customers accounted for approximately 34 % of our consolidated net sales. In fiscal 2022, our largest customer accounted for slightly less than 13 % of our consolidated net sales, and our ten largest customers accounted for approximately 34 % of our consolidated net sales. A significant loss of, or decrease in, business from any of these customers could have an adverse effect on our consolidated net sales and financial results if we were not able to obtain replacement business. Also, due to consolidation within the industries we serve, including the construction, automotive and retail industries, our sales may be increasingly sensitive to deterioration in the financial condition of, or other adverse developments with respect to, one or more of our largest customers. Our principal raw material is flat-rolled steel, which we purchase from multiple primary steel producers. The steel industry as a whole has been cyclical, and at times availability and pricing can be volatile due to a number of factors beyond our control. This volatility can significantly affect our steel costs. In an environment of increasing prices for steel and other raw materials, in general, competitive conditions or contractual obligations may impact how much of the price increases we can pass on to our customers. To the extent we are unable to pass on future price increases in our raw materials to our customers, our financial results could be adversely affected. Also, if steel prices decrease, in general, competitive conditions or contractual obligations may impact how quickly we must reduce our prices to our customers, and we could be forced to use higher-priced raw materials to complete orders for which the selling prices have decreased, which results in inventory holding losses. Declining steel prices could also require us to write-down the value of our inventories to reflect current net realizable value. Further, the number of suppliers has decreased in recent years due to industry consolidation and the financial difficulties of certain suppliers, and consolidation may continue. Accordingly, if delivery from a major steel supplier is disrupted, it may be more difficult to obtain an alternative supply than in the past. Receivables: We review our receivables on an ongoing basis to ensure that they are properly valued and collectible. With the adoption of Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , as discussed further below in “Recently Adopted Accounting Standards”, expected lifetime credit losses on receivables are recognized at the time of origination. We estimate the allowance for credit losses based on the expected future credit losses using the internal historical loss information and observable and forecasted macroeconomic data. The allowance for doubtful accounts is used to record the estimated risk of loss related to our customers’ inability to pay. This allowance is maintained at a level that we consider appropriate based on factors that affect collectability, such as the financial health of our customers, historical trends of charge-offs and recoveries and current economic and market conditions. As we monitor our receivables, we identify customers that may have payment problems, and we adjust the allowance accordingly, with the offset to SG&A expense. Account balances are charged off against the allowance when recovery is considered remote. The allowance for doubtful accounts increased $ 2,091 during fiscal 2023 to $ 3,383 . While we believe our allowance for doubtful accounts is adequate, changes in economic conditions, the financial health of customers and bankruptcy settlements could impact our future earnings. If the economic environment and market conditions deteriorate, particularly in the automotive and construction end markets where our exposure is greatest, additional reserves may be required. Property and Depreciation: Property, plant and equipment are carried at cost and depreciated using the straight-line method. Buildings and improvements are depreciated over 10 to 40 years and machinery and equipment over 3 to 20 years . Depreciation expense was $ 93,961 , $ 83,272 and $ 74,779 during fiscal 2023, fiscal 2022 and fiscal 2021 , respectively. Accelerated depreciation methods are used for income tax purposes. Goodwill and Other Long-Lived Assets: We use the purchase method of accounting for all business combinations and recognize amortizable and indefinite-lived intangible assets separately from goodwill. The acquired assets and assumed liabilities in an acquisition are measured and recognized based on their estimated fair values at the date of acquisition, with goodwill representing the excess of the purchase price over the fair value of the identifiable net assets. A bargain purchase may occur, wherein the fair value of identifiable net assets exceeds the purchase price, and a gain is then recognized in the amount of that excess. Goodwill and intangible assets with indefinite lives are not amortized, but instead are tested for impairment annually, during the fourth quarter of each fiscal year, or more frequently if events or changes in circumstances indicate that impairment may be present. Application of goodwill impairment testing involves judgment, including but not limited to, the identification of reporting units and estimation of the fair value of each reporting unit. A reporting unit is defined as an operating segment or one level below an operating segment. With the exception of Steel Processing, we test goodwill at the operating segment level as we have determined that the characteristics of the reporting units within each operating segment are similar and allow for their aggregation in accordance with the applicable accounting guidance. Steel Processing is comprised of three reporting units: Flat Rolled Steel Processing, Electrical Steel and Laser Welding. Refer to “Note E – Goodwill and Other Long-Lived Assets” for additional information on the goodwill impairment. For goodwill and indefinite-lived intangible assets, we test for impairment by first evaluating qualitative factors including macroeconomic conditions, industry and market considerations, cost factors, and overall financial performance. If there are no potential impairments raised from this evaluation, no further testing is performed. If, however, our qualitative analysis indicates it is more likely than not that the fair value is less than the carrying amount, a quantitative analysis is performed. The quantitative analysis compares the fair value of each reporting unit or indefinite-lived intangible asset to the related carrying amount, and an impairment loss is recognized in our consolidated statements of earnings equivalent to the excess of the carrying amount over the fair value. Fair value is determined based on discounted cash flows or appraised values, as appropriate. Our policy is to perform a quantitative analysis of each reporting unit at least every three to five years. We performed our annual impairment evaluation of goodwill and other indefinite-lived intangible assets during the fourth quarter of fiscal 2023 and concluded that no impairment indicators were present. We review the carrying value of our long-lived assets, including intangible assets with finite useful lives, for impairment whenever events or changes in circumstances indicate that the carrying value of an asset or asset group may not be recoverable. Impairment testing involves a comparison of the sum of the undiscounted future cash flows of the asset or asset group to its respective carrying amount. If the sum of the undiscounted future cash flows exceeds the carrying amount, then no impairment exists. If the carrying amount exceeds the sum of the undiscounted future cash flows, then a second step is performed to determine the amount of impairment, if any, to be recognized. The impairment loss recognized is equal to the amount that the carrying value of the asset or asset group exceeds its fair value. Long-lived assets held for sale are reported at the lower of cost or fair value less costs to sell and are recorded in a single line in our consolidated balance sheets. We classify assets as held for sale if we commit to a plan to sell the assets within one year and actively market the assets in their current condition for a price that is reasonable in comparison to their estimated fair value. Our impairment testing for both goodwill and other long-lived assets, including intangible assets with finite useful lives, is largely based on cash flow models that require significant judgment and require assumptions about future volume trends, revenue and expense growth rates; and, in addition, external factors such as changes in economic trends and cost of capital. Significant changes in any of these assumptions could impact the outcomes of the tests performed. See “Note E – Goodwill and Other Long-Lived Assets” for additional details regarding these assets and related impairment testing. Equity method investments: Investments in affiliated companies that we do not control, either through majority ownership or otherwise, are accounted for using the equity method. We review our equity method investments for impairment whenever events or changes in circumstances indicate that the carrying value of the investment might not be recoverable. Events and circumstances can include, but are not limited to: evidence we do not have the ability to recover the carrying value; the inability of the investee to sustain earnings; the current fair value of the investment is less than the carrying value; and other investors cease to provide support or reduce their financial commitment to the investee. If the fair value of the investment is less than the carrying value, and the fair value of the investment will not recover in the near term, then other-than-temporary impairment may exist. When the loss in value of an investment is determined to be other-than-temporary, we recognize an impairment in the period the conclusion is made. Strategic Investments: From time to time, we may make investments in both privately and publicly held equity securities in which we do not have a controlling interest or significant influence. These investments are recorded at fair market value with changes in fair market value recognized in net earnings below operating income. We elected to record equity securities without readily determinable fair values at cost, less impairment, plus or minus subsequent adjustments for observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Leases: On June 1, 2019, we adopted the lease accounting standard under U.S. GAAP, ASU 2016-02, Leases (Topic 842) (“Topic 842”) using the modified retrospective approach. Under Topic 842, leases are categorized as operating or financing leases at inception. Lease assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease right of use (“ROU”) assets include any initial direct costs and prepayments less lease incentives. Lease terms include options to renew or terminate the lease when it is reasonably certain that we will exercise such options. As most of our leases do not include an implicit rate, we use our collateralized incremental borrowing rate based on the information available at the lease commencement date, in determining the present value of lease payments. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of goods sold or SG&A expense depending on the underlying nature of the leased assets. For operating leases with variable payments dependent upon an index or rate that commenced subsequent to adoption of Topic 842, we apply the active index or rate as of the lease commencement date. Variable lease payments not based on an index or rate are not included in the operating lease liability as they cannot be reasonably estimated and are recognized in the period in which the obligation for those payments is incurred. Leases with a term of twelve months or less upon the commencement date are considered short-term leases, are not included on our consolidated balance sheets and are expensed on a straight-line basis over the lease term. Refer to “Note T – Leases” for additional information on the adoption and impact of Topic 842. Stock-Based Compensation: At May 31, 2023, we had stock-based compensation plans for our employees as well as our non-employee directors as described more fully in “Note L – Stock-Based Compensation.” All share-based awards, including grants of stock options and restricted common shares, are recorded as expense in our consolidated statements of earnings over the vesting period based on their grant date fair values. Forfeitures are recognized as they occur. Revenue Recognition : Revenue is recognized in accordance with U.S. GAAP, ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (“Topic 606”). Under this accounting guidance, we recognize revenue upon transfer of control of promised goods or services to customers in an amount that reflects the consideration we expect to receive for those goods or services, including any variable consideration. Returns and allowances are used to record estimates of returns or other allowances resulting from quality, delivery, discounts or other issues and are estimated based on historical trends and current market conditions, with the offset to net sales. Shipping and handling costs charged to customers are treated as fulfillment activities and are recorded in both net sales and cost of goods sold at the time control is transferred to the customer. Due to the short-term nature of our contracts with customers, we have elected to apply the practical expedients under Topic 606 to: (1) expense as incurred, incremental costs of obtaining a contract; and (2) not adjust the consideration for the effects of a significant financing component for contracts with an original expected duration of one year or less. When we satisfy (or partially satisfy) a performance obligation, prior to being able to invoice the customer, we recognize an unbilled receivable when the right to consideration is unconditional and a contract asset when the right to consideration is conditional. Unbilled receivables and contract assets are included in receivables and prepaid expenses and other current assets, respectively, on our consolidated balance sheets. Additionally, we do not maintain contract liability balances, as performance obligations are satisfied prior to customer payment for product. Payments from customers are generally due within 30 to 60 days of invoicing, which generally occurs upon shipment or delivery of the goods. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that we collect from a customer, are excluded from revenue. Certain contracts with customers include warranties associated with the delivered goods or services. These warranties are not considered to be separate performance obligations, and accordingly, we record an estimated liability for potential warranty costs as the goods or services are transferred. With the exception of toll processing revenue in Steel Processing, we recognize revenue at the point in time the performance obligation is satisfied and control of the product is transferred to the customer upon shipment or delivery. Generally, we receive and acknowledge purchase orders from our customers, which define the quantity, pricing, payment and other applicable terms and conditions. In some cases, we receive a blanket purchase order from our customers, which includes pricing, payment and other terms and conditions, with quantities defined at the time each customer subsequently issues periodic releases against the blanket purchase order. Toll processing revenues are recognized over time and are primarily measured using the cost-to-cost method, which we believe best depicts the transfer of control to the customer. Under the cost-to-cost method, the extent of progress towards completion is measured based on the ratio of actual costs incurred to the total estimated costs expected upon satisfying the identified performance obligation. Revenues are recorded proportionally as costs are incurred. We have elected to not disclose the value of unsatisfied performance obligations for contracts with an original expected duration of one year or less. Certain contracts contain variable consideration, which is not constrained, and primarily include estimated sales returns, customer rebates, and sales discounts which are recorded on an expected value basis. These estimates are based on historical returns, analysis of credit memo data and other known factors. We account for rebates by recording reductions to revenue for rebates in the same period the related revenue is recorded. The amount of these reductions is based upon the terms agreed to with the customer. We do not exercise significant judgments in determining the timing of satisfaction of performance obligations or the transaction price. Refer to “Note B – Revenue Recognition” for additional information. A dvertising Expense: Advertising costs are expensed to SG&A as incurred. Advertising expense was $ 29,537 , $ 21,613 , and $ 17,462 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively . Statements of Cash Flows: Supplemental cash flow information was as follows for the prior three fiscal years: (In thousands) 2023 2022 2021 Interest paid, net of amount capitalized $ 29,272 $ 29,700 $ 29,080 Income taxes paid, net of refunds $ 65,910 $ 118,799 $ 160,847 We use the “cumulative earnings” approach for determining cash flow presentation of distributions from our unconsolidated joint ventures. Distributions received are included in our consolidated statements of cash flows as operating activities, unless the cumulative distributions exceed our portion of the cumulative equity in the net earnings of the joint venture, in which case the excess distributions are deemed to be returns of the investment and are classified as investing activities in our consolidated statements of cash flows. Income Taxes: We account for income taxes using the asset and liability method. The asset and liability method requires the recognition of deferred tax assets and liabilities for expected future tax consequences of temporary differences that currently exist between the tax basis and the financial reporting basis of our assets and liabilities. We evaluate the deferred tax assets to determine whether it is more likely than not that all, or a portion, of the deferred tax assets will not be realized and provide a valuation allowance as appropriate. Tax benefits from uncertain tax positions that are recognized in our consolidated financial statements are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. We have reserves for income taxes and associated interest and penalties that may become payable in future years as a result of audits by taxing authorities. It is our policy to record these in income tax expense. While we believe the positions taken on previously filed tax returns are appropriate, we have established the tax and interest/penalties reserves in recognition that various taxing authorities may challenge our positions. These reserves are analyzed periodically, and adjustments are made as events occur to warrant adjustment to the reserves, such as lapsing of applicable statutes of limitations, conclusion of tax audits, additional exposure based on current calculations, identification of new issues and release of administrative guidance or court decisions affecting a particular tax issue. Employee Pension Plans : Defined benefit pension and other post-employment benefit (“OPEB”) plan obligations are remeasured at least annually as of May 31 based on the present value of projected future benefit payments for all participants for services rendered to date. The measurement of projected future benefits is dependent on the provisions of each specific plan, demographics of the group covered by the plan, and other key measurement assumptions. Net periodic benefit costs, including service cost, interest cost, and expected return on assets, are determined using assumptions regarding the benefit obligation and the fair value of plan assets as of the beginning of each year. The funded status of the benefit plans, which represents the difference between the benefit obligation and the fair value of plan assets, is calculated on a plan-by-plan basis. The benefit obligation and related funded status are determined using assumptions as of the end of each year. Net periodic benefit cost is included in other income (expense) in our consolidated statements of earnings, except for the service cost component, which is recorded in SG&A expense. Refer to “Note M – Employee Pension Plans” for additional information. Business Combinations: We account for business combinations using the acquisition method of accounting, which requires that once control is obtained, all the assets acquired and liabilities assumed are recorded at their respective fair values at the date of acquisition. The determination of fair values of identifiable assets and liabilities requires significant judgments and estimates and the use of valuation techniques when market value is not readily available. For the valuation of intangible assets acquired in a business combination, we typically use an income approach. The purchase price allocated to the intangible assets is based on unobservable assumptions, inputs and estimates, including but not limited to, forecasted revenue growth rates, projected expenses, discount rates, customer attrition rates, royalty rates, and useful lives, among others. The excess of the purchase price over the fair values of identifiable assets acquired and liabilities assumed is recorded as goodwill. During the measurement period, which is up to one year from the acquisition date, we may record adjustments to the fair value of assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. Self-Insurance Reserves: We self-insure most of our risks for product liability, product recall, cyber liability and pollution liability. We also self-insure a significant portion of our potential liability for workers’ compensation, general liability, property liability, automobile liability and employee medical claims. However, in order to reduce risk and better manage our overall loss exposure for these liabilities, we purchase stop-loss insurance that covers individual claims in excess of the deductible amounts. We also maintain reserves for the estimated cost to resolve certain open claims that have been made against us (which may include active product recall or replacement programs), as well as an estimate of the cost of claims that have been incurred but not reported. These estimates are based on actuarial valuations that take into consideration the historical average claim volume, the average cost for settled claims, current trends in claim costs, changes in our business and workforce, general economic factors and other assumptions believed to be reasonable under the circumstances. The estimated reserves for these liabilities c |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
May 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Note B – Revenue Recognition We recognize revenue upon transfer of control of promised goods or services to customers in an amount that reflects the consideration we expect to receive for those goods or services, including any variable consideration. The following table summarizes net sales by product class for fiscal 2023, fiscal 2022 and fiscal 2021: (In thousands) 2023 2022 2021 Steel Processing Direct $ 3,357,115 $ 3,788,289 $ 1,927,418 Toll 140,781 144,732 131,979 Subtotal 3,497,896 3,933,021 2,059,397 Consumer Products 686,319 636,478 523,697 Building Products 586,059 541,757 402,038 Sustainable Energy Solutions 146,118 130,954 134,890 Other Oil & Gas Equipment - - 20,950 Engineered Cabs - - 1,058 Other - 9 29,399 Subtotal - 9 51,407 Total $ 4,916,392 $ 5,242,219 $ 3,171,429 The following table summarizes the revenue that has been recognized over time for fiscal 2023, fiscal 2022 and fiscal 2021: (In thousands) 2023 2022 2021 Steel Processing - toll $ 140,781 $ 144,732 $ 131,979 Other - certain oil & gas contracts - - 15,666 Total over time revenue $ 140,781 $ 144,732 $ 147,645 The following table summarizes the unbilled receivables at the end of fiscal 2023 and fiscal 2022. (In thousands) Balance Sheet Classification 2023 2022 Unbilled receivables Receivables $ 3,708 $ 5,001 There were no contract assets at either of the dates indicated above. |
Investment in Nikola
Investment in Nikola | 12 Months Ended |
May 31, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Nikola | Note C – Investment in Nikola On June 3, 2020 (the “Effective Date”), Nikola Corporation (“Nikola”) became a public company through a reverse merger with a subsidiary of VectoIQ Acquisition Corporation, a NASDAQ-listed, publicly-traded company. Prior to the Effective Date, we held an equity interest in the predecessor company, which was converted to 19,048 shares of Nikola common stock on the Effective Date. During fiscal 2021, we sold or contributed all of these shares and recognized pre-tax gains of $ 655,102 , which were comprised of $ 634,449 in cash proceeds and $ 20,653 in value from Nikola shares contributed to the Worthington Industries Foundation to establish a charitable endowment focused on the communities in which we operate. We also recognized $ 50,624 of incremental expenses in operating income related to Nikola gains consisting of $ 29,971 for discretionary profit sharing and bonus expenses and $ 20,653 for the charitable contribution of Nikola shares. |
Investments in Unconsolidated A
Investments in Unconsolidated Affiliates | 12 Months Ended |
May 31, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Unconsolidated Affiliates | Note D – Investments in Unconsolidated Affiliates Investments in affiliated companies that we do not control, either through majority ownership or otherwise, are accounted for using the equity method. At May 31, 2023 , we held investments in the following affiliated companies: ClarkDietrich ( 25 %), Serviacero Worthington ( 50 %), WAVE ( 50 %), and Workhorse ( 20 %). On August 3, 2022, we sold our 50 % noncontrolling equity interest in ArtiFlex to the unaffiliated joint venture member for net proceeds of approximately $ 35,795 , after adjustments for closing debt and final net working capital, resulting in a pre-tax loss of $ 16,059 within equity income during fiscal 2023. In a separate but concurrent transaction with the joint venture member, we sold real property with a net book value of $ 6,300 . This real property was owned by us and leased to ArtiFlex prior to closing of the transaction. We received distributions from unconsolidated affiliates totaling $ 240,857 , $ 100,058 , and $ 91,007 in fiscal 2023, fiscal 2022 and fiscal 2021, respectively. We have received cumulative distributions from WAVE in excess of our investment balance, which resulted in a negative asset balance of $ 117,297 and $ 81,149 at May 31, 2023 and 2022, respectively. In accordance with the applicable accounting guidance, we reclassified the negative balances to other liabilities within our consolidated balance sheets. We will continue to record our equity in the net income of WAVE as a debit to the investment account, and if it becomes positive, it will again be shown as an asset on our consolidated balance sheets. If it becomes probable that any excess distribution may not be returned (upon joint venture liquidation or otherwise), we will recognize any balance classified as a liability as income immediately. The following table presents combined information regarding the financial position of our unconsolidated affiliates accounted for using the equity method as of May 31: (In thousands) 2023 2022 Cash and cash equivalents $ 49,185 $ 68,563 Other current assets 899,913 1,148,029 Noncurrent assets 394,468 369,608 Total assets (1) $ 1,343,566 $ 1,586,200 Current liabilities $ 247,796 $ 345,097 Short-term borrowings - 5,943 Current maturities of long-term debt 36,936 33,054 Long-term debt 349,215 306,814 Other noncurrent liabilities 144,649 76,437 Equity 564,970 818,855 Total liabilities and equity (1) $ 1,343,566 $ 1,586,200 (1) Effective January 1, 2022, Workhorse adopted Topic 842 using the alternative transition method. As a result of the adoption, Workhorse recognized operating lease ROU assets of $ 47,082 and lease liabilities of $ 47,082 . The adoption resulted in a cumulative-effect adjustment of $ 18,000 related to a prior sale lease-back transaction recognized under Accounting Standards Codification Topic 840. Our portion of this cumulative effect adjustment was $ 3,600 and is recognized in retained earnings on our consolidated balance sheet as of May 31, 2023. The impact of adopting ASC 842 did not have a significant impact on the financial statements of our other unconsolidated affiliates. The following tables presents summarized financial information for our unconsolidated affiliates as of, and for the fiscal years ended May 31. (In thousands) 2023 2022 2021 Net sales WAVE $ 447,369 $ 452,368 $ 371,814 ClarkDietrich 1,451,665 1,695,808 893,371 Serviacero Worthington 564,569 620,312 311,543 ArtiFlex (1) 52,641 187,089 144,834 Workhorse 364,396 313,265 196,915 Total net sales $ 2,880,640 $ 3,268,842 $ 1,918,477 (In thousands) 2023 2022 2021 Gross margin WAVE $ 242,257 $ 238,523 $ 215,692 ClarkDietrich 403,569 431,070 158,074 Serviacero Worthington 21,503 96,918 51,253 ArtiFlex (1) 8,589 30,633 20,596 Workhorse 17,628 11,455 ( 7,057 ) Total gross margin $ 693,546 $ 808,599 $ 438,558 (In thousands) 2023 2022 2021 Operating income (loss) WAVE $ 184,882 $ 183,545 $ 165,381 ClarkDietrich 318,914 351,583 94,888 Serviacero Worthington 10,387 87,342 43,075 ArtiFlex (1) 4,911 15,778 9,628 Workhorse 7,507 ( 2,024 ) ( 2,372 ) Total operating income $ 526,601 $ 636,224 $ 310,600 (In thousands) 2023 2022 2021 Depreciation and amortization WAVE $ 4,679 $ 4,554 $ 4,073 ClarkDietrich 13,717 10,946 11,917 Serviacero Worthington 4,030 4,300 4,305 ArtiFlex (1) 1,444 5,708 5,728 Workhorse 10,386 6,586 8,965 Total depreciation and amortization $ 34,256 $ 32,094 $ 34,988 (In thousands) 2023 2022 2021 Interest expense WAVE $ 13,024 $ 8,386 $ 8,909 ClarkDietrich 524 308 101 Serviacero Worthington 329 180 42 ArtiFlex (1) 134 340 528 Workhorse 2,507 1,228 2,704 Total interest expense $ 16,518 $ 10,442 $ 12,284 (In thousands) 2023 2022 2021 Income tax expense (benefit) WAVE $ 222 $ 158 $ 200 ClarkDietrich 1,924 - - Serviacero Worthington ( 2,996 ) 25,079 11,341 ArtiFlex (1) 59 258 149 Workhorse 1,802 1,244 270 Total income tax expense $ 1,011 $ 26,739 $ 11,960 (In thousands) 2023 2022 2021 Net earnings (loss) WAVE $ 171,687 $ 175,154 $ 156,869 ClarkDietrich 321,977 356,288 98,313 Serviacero Worthington 15,451 59,565 31,865 ArtiFlex (1) 4,717 15,180 8,950 Workhorse 2,673 ( 1,170 ) ( 2,811 ) Total net earnings $ 516,505 $ 605,017 $ 293,186 (1) On August 3, 2022, we sold our 50 % noncontrolling equity interest in ArtiFlex. At May 31, 2023 and 2022, $ 109,703 and $ 132,283 , respectively, of our consolidated retained earnings represented undistributed earnings of our unconsolidated affiliates, net of tax. |
Goodwill and Other Long-Lived A
Goodwill and Other Long-Lived Assets | 12 Months Ended |
May 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Long-Lived Assets | Note E – Goodwill and Other Long-Lived Assets Goodwill The following table summarizes the changes in the carrying amount of goodwill during fiscal 2023 and fiscal 2022 by reportable operating segment: (In thousands) Steel Consumer Products (1) Building (1) Sustainable (1) Total Balance at May 31, 2021 $ 20,218 $ 240,941 $ 72,273 $ 17,624 $ 351,056 Acquisitions and purchase accounting adjustments (2) 60,115 432 - - 60,547 Translation adjustments ( 300 ) - ( 6,865 ) ( 2,969 ) ( 10,134 ) Balance at May 31, 2022 80,033 241,373 65,408 14,655 401,469 Acquisitions and purchase accounting adjustments (2) ( 801 ) 15,947 - - 15,146 Translation adjustments ( 590 ) - ( 195 ) ( 1,010 ) ( 1,795 ) Balance at May 31, 2023 $ 78,642 $ 257,320 $ 65,213 $ 13,645 $ 414,820 (1) In connection with the realignment of the our legacy Pressure Cylinders business, as discussed further in “ Note P - Segment Data ”, the goodwill of our legacy Pressure Cylinders business unit was allocated to the new reporting units on a relative fair value basis. (2) For additional information regarding our acquisitions, refer to “Note Q - Acquisitions.” There was no goodwill associated with the Other segment at May 31, 2023 or May 31, 2022 . Accumulated goodwill impairment charges within the Other segment totaled $ 198,290 as of each of May 31, 2023 and May 31, 2022. Other Intangible Assets Intangible assets with definite lives are amortized on a straight-line basis over their estimated useful lives, which range from 10 to 20 years. The following table summarizes other intangible assets by class as of the end of the prior two fiscal years: 2023 2022 Accumulated Accumulated (In thousands) Cost Amortization Cost Amortization Indefinite-lived intangible assets: Trademarks $ 113,401 $ - $ 99,901 $ - In-process research & development 1,300 - 1,300 - Total indefinite-lived intangible assets 114,701 - 101,201 - Definite-lived intangible assets: Customer relationships $ 271,831 $ 98,295 $ 258,647 $ 83,776 Non-compete agreements 4,668 4,385 4,388 4,195 Technology/know-how 30,418 7,669 23,924 5,088 Other 4,810 1,853 4,830 914 Total definite-lived intangible assets 311,727 112,202 291,789 93,973 Total intangible assets $ 426,428 $ 112,202 $ 392,990 $ 93,973 Amortization expense totaled $ 18,221 , $ 14,937 , and $ 12,257 in fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Amortization expense for each of the next five fiscal years is estimated to be: (In thousands) 2024 $ 17,937 2025 $ 17,661 2026 $ 17,282 2027 $ 16,756 2028 $ 16,438 Impairment of Long-Lived Assets Fiscal 2023 During fiscal 2023, we committed to two separate plans to liquidate certain fixed assets within Steel Processing: (1) idled equipment at the manufacturing facility in Taylor, Michigan; and (2) the net assets of Samuel’s toll processing facility in Cleveland, Ohio. As both asset groups have met the criteria for classification as assets held for sale, net assets in the amount of $ 2,623 have been presented separately as assets held for sale on our consolidated balance sheet at May 31, 2023. I n accordance with the applicable accounting guidance, the net assets were measured at fair market value less costs to sell, resulting in an overall impairment charge of $ 2,112 within Steel Processing during fiscal 2023. Impairment of long-lived assets in fiscal 2023 also included a non-cash charge of $ 484 related to certain assets associated with a capital project at our Building Products facility in Jefferson, Ohio, that were deemed to have no alternative future use and were written down to their estimated salvage value. Fiscal 2022 During the third quarter of fiscal 2022, management committed to plans to sell certain production equipment at the Samuel facility in Twinsburg, Ohio. As all of the criteria for classification of assets held for sale were met, the net assets were presented separately as assets held for sale on our consolidated balance sheet at May 31, 2022. In accordance with the applicable accounting guidance, the net assets were written down to the fair value less costs to sell, resulting in an impairment charge of $ 3,076 in fiscal 2022. These assets were subsequently sold in fiscal 2023. Fiscal 2021 Due to the economic impact of the COVID-19 pandemic and related market softness in the oil & gas equipment manufacturing operations in Tulsa, Oklahoma, we tested the long-lived assets consisting of fixed assets and customer list intangible assets with net book values of $ 7,375 and $ 2,374 , respectively, for impairment. The fair value of the fixed assets was determined to be $ 5,934 (using observable Level 2 inputs) resulting in an impairment charge of $ 1,441 . Additionally, the customer list intangible assets were deemed to be fully impaired (using unobservable Level 3 inputs) and written off resulting in an impairment of $ 2,374 . The future undiscounted cash flows of the cryogenics business primarily operated out of the Theodore, Alabama facility did not support its book value. As a result, property, plant and equipment with an aggregate carrying value of $ 13,526 were written down to their estimated fair value of $ 9,193 (determined using Level 2 inputs), resulting in an impairment charge of $ 4,333 . Additionally, the customer list intangible assets and technology/know-how intangible assets with an aggregate carrying value of $ 3,662 were deemed to be fully impaired (using unobservable Level 3 inputs) and written off. These assets were subsequently sold in October 2020 (refer to “ Note F – Restructuring and Other (Income) Expense, Net” for additional information). We decided to discontinue our operation of the manufacturing line for alternative fuel cylinders at the Jefferson, Ohio facility. As a result, long-lived assets with a carrying value of $ 1,823 were written down to their estimated fair market value of $ 400 (determined using Level 2 inputs), resulting in an impairment charge of $ 1,423 . We recognized a $ 506 impairment charge related to the Superior Tools business that was acquired as part of Magna Industries, Inc. in fiscal 2019 and subsequently sold. |
Restructuring and Other (Income
Restructuring and Other (Income) Expense, Net | 12 Months Ended |
May 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Other (Income) Expense, Net | Note F – Restructuring and Other (Income) Expense, Net We consider restructuring activities to be programs whereby we fundamentally change our operations, such as closing and consolidating manufacturing facilities or moving manufacturing of a product to another location. Restructuring activities may also involve substantial realignment of the management structure of a business unit in response to changing market conditions. A progression of the liabilities associated with our restructuring activities, combined with a reconciliation to the restructuring and other income, net financial statement caption in our consolidated statement of earnings for fiscal 2023, is summarized below: Beginning Expense Ending (In thousands) Balance (Income) Payments Adjustments Balance Early retirement and severance $ 541 $ 895 $ ( 1,301 ) $ - $ 135 Net gain on sale of assets ( 5,466 ) Restructuring and other income, net $ ( 4,571 ) During fiscal 2023, the following actions were taken related to our restructuring activities: • On June 14, 2022, we sold real property in Tulsa, Oklahoma, for net cash proceeds of $ 5,775 , resulting in a pre-tax gain of $ 1,177 . These assets had been excluded from the sale of our former oil & gas equipment business in January 2021. The assets were classified as assets held for sale on our consolidated balance sheets immediately prior to the closing of the sale. • On October 31, 2022, our consolidated steel processing joint venture, WSP, sold its remaining manufacturing facility, located in Jackson, Michigan. Net cash proceeds of $ 21,277 were realized in connection with the transaction, of which $ 2,000 is being held in escrow for contingent indemnification obligations associated with general representations and warranties. The transaction resulted in a pre-tax gain of $ 3,926 . The assets had a net book value of $ 14,263 and were classified as assets held for sale on our consolidated balance sheet as of May 31, 2022. The total liability as of May 31, 2023 is expected to be paid in the immediately following twelve months. A progression of the liabilities associated with our restructuring activities, combined with a reconciliation to the restructuring and other income, net financial statement caption in our consolidated statement of earnings for fiscal 2022, is summarized below: Beginning Expense Ending (In thousands) Balance (Income) Payments Adjustments Balance Early retirement and severance $ 771 $ 4 $ ( 368 ) $ 134 $ 541 Facility exit and other costs 449 ( 449 ) - - - $ 1,220 ( 445 ) $ ( 368 ) $ 134 $ 541 Net gain on sale of assets ( 15,794 ) Gain on lease buyout ( 857 ) Restructuring and other income, net $ ( 17,096 ) During fiscal 2022, the following actions were taken related to our restructuring activities: • On June 9, 2021, our consolidated joint venture, WSP, sold the remaining assets of its Canton, Michigan, facility with a net book value of $ 7,606 for net cash proceeds of $ 19,850 , resulting in a pre-tax gain of $ 12,244 . • During fiscal 2022, we sold real property in Wooster, Ohio and Bremen, Ohio, for combined net cash proceeds of $ 8,723 , resulting in aggregate pre-tax gains of $ 860 . These assets were excluded from the sale of our former oil & gas equipment business in January 2021. The combined net book value classified as assets held for sale immediately prior to closing was $ 7,863 . • We completed our exit of the Decatur, Alabama Steel Processing facility and sold the remaining fixed assets with a net book value of $ 1,366 for net cash proceeds of $ 4,000 resulting in a pre-tax gain of $ 2,634 . • On September 10, 2021, we executed an agreement to buy out the remaining term of the operating lease at our fabricated products facility in Stow, Ohio, for $ 1,100 , resulting in a pre-tax gain of $ 857 . This facility was retained in connection with the divestiture of our former Engineered Cabs business and had not been operational since June 2020. All of the other assets of our former Engineered Cabs business that were retained were sold or otherwise written-off prior to fiscal 2022. |
Contingent Liabilities and Comm
Contingent Liabilities and Commitments | 12 Months Ended |
May 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingent Liabilities and Commitments | Note G – Contingent Liabilities and Commitments Legal Proceedings We are defendants in certain legal actions. In the opinion of management, the outcome of these actions, which is not clearly determinable at the present time, would not significantly affect our consolidated financial position or future results of operations. We also believe that environmental issues will not have a material effect on our capital expenditures, consolidated financial position or future results of operations. |
Guarantees
Guarantees | 12 Months Ended |
May 31, 2023 | |
Guarantees and Product Warranties [Abstract] | |
Guarantees | Note H – Guarantees We do not have guarantees that we believe are reasonably likely to have a material current or future effect on our consolidated financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources. However, at May 31, 2023, we were party to an operating lease for an aircraft in which we have guaranteed a residual value at the termination of the lease. The maximum obligation under the terms of this guarantee was approximately $ 16,836 at May 31, 2023. Based on current facts and circumstances, we have estimated the likelihood of payment pursuant to this guarantee is not probable and, therefore, no amount has been recognized in our consolidated financial statements. At May 31, 2023, we also had in place $ 14,137 of outstanding stand-by letters of credit issued to third-party service providers. The fair value of these guarantee instruments, based on premiums paid, was not material and no amounts were drawn against them at May 31, 2023 . |
Debt and Receivables Securitiza
Debt and Receivables Securitization | 12 Months Ended |
May 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt and Receivables Securitization | Note I – Debt and Receivables Securitization The following table summarizes our long-term debt and short-term borrowings outstanding at May 31, 2023 and 2022: (In thousands) 2023 2022 Short-term borrowings $ 2,813 $ 47,997 4.60 % senior notes due August 10, 2024 150,000 150,000 4.55 % senior notes due April 15, 2026 243,623 250,000 4.30 % senior notes due August 1, 2032 200,000 200,000 1.56 % Series A senior note due August 23, 2031 39,226 39,382 1.90 % Series B senior notes due August 23, 2034 58,786 59,019 Other 528 795 Total debt 694,976 747,193 Unamortized discount and debt issuance costs ( 2,181 ) ( 2,586 ) Total debt, net 692,795 744,607 Less: current maturities and short-term borrowings 3,077 48,262 Total long-term debt $ 689,718 $ 696,345 Maturities of long-term debt and short-term borrowings in the next five fiscal years, and the remaining years thereafter, are as follows: (In thousands) 2024 $ 3,077 2025 150,264 2026 243,623 2027 - 2028 - Thereafter 298,012 Total $ 694,976 Long-Term Debt On August 23, 2019, two of our European subsidiaries issued a € 36,700 principal amount unsecured 1.56 % Series A Senior Note due August 23, 2031 (the “Series A Senior Note”) and € 55,000 aggregate principal amount of unsecured 1.90 % Series B Senior Notes due August 23, 2034 (the “Series B Senior Notes” and collectively with the Series A Senior Note, the “Senior Notes”). The Series A Senior Note is to be repaid in the principal amount of € 30,000 , together with accrued interest, on August 23, 2029 , with the remaining € 6,700 principal amount payable on August 23, 2031 , together with accrued interest. The Series B Senior Notes are to be repaid in the aggregate principal amount of € 23,300 , together with accrued interest, on August 23, 2031 , with the remaining € 31,700 aggregate principal amount payable on August 23, 2034 , together with accrued interest. Debt issuance costs of $ 134 were incurred in connection with the issuance of the Senior Notes and have been recorded on our consolidated balance sheets within long-term debt as a contra-liability. They will continue to be amortized, through interest expense, in our consolidated statements of earnings over the respective terms of the Senior Notes. The unamortized portion of the debt issuance costs were $ 96 and $ 106 , at May 31, 2023 and 2022, respectively. On July 28, 2017, we issued the 2032 Notes. The 2032 Notes bear interest at a rate of 4.30 %. The 2032 Notes were sold to the public at 99.901 % of the principal amount thereof, to yield 4.309 % to maturity. We used a portion of the net proceeds from the offering to repay amounts then outstanding under our then current revolving credit facility and a prior revolving trade accounts receivable securitization facility. We entered into an interest rate swap in June 2017, in anticipation of the issuance of the 2032 Notes. The interest rate swap had a notional amount of $ 150,000 to hedge the risk of changes in the semi-annual interest rate payments attributable to changes in the benchmark interest rate during the several days leading up to the issuance of the 2032 Notes. Upon pricing of the 2032 Notes, the derivative instrument was settled resulting in a gain of approximately $ 3,098 , which was reflected in AOCI. Approximately $ 2,116 and $ 198 were allocated to debt issuance costs and the debt discount, respectively. The debt issuance costs and the debt discount have been recorded on our consolidated balance sheets within long-term debt as a contra-liability. Each will continue to be amortized, through interest expense, in our consolidated statements of earnings over the term of the 2032 Notes. The unamortized portions of the debt issuance costs and the debt discount were $ 1,293 and $ 121 , respectively, at May 31, 2023 and $ 1,434 and $ 134 , respectively, at May 31, 2022. On April 15, 2014, we issued the 2026 Notes. The 2026 Notes bear interest at a rate of 4.55 %. The 2026 Notes were sold to the public at 99.789 % of the principal amount thereof, to yield 4.573 % to maturity. We used a portion of the net proceeds from the offering to repay amounts then outstanding under our then current revolving credit facility. Approximately $ 3,081 , $ 2,279 and $ 528 were allocated to the settlement of a derivative contract entered into in anticipation of the issuance of the 2026 Notes, debt issuance costs, and the debt discount, respectively. The debt issuance costs and the debt discount have been recorded on our consolidated balance sheets within long-term debt as a contra-liability, and the loss on the derivative contract recorded within AOCI. Each will continue to be amortized, through interest expense, in our consolidated statements of earnings over the term of the 2026 Notes. The unamortized portions of the debt issuance costs and the debt discount were $ 538 and $ 125 , respectively, at May 31, 2023 and $ 728 and $ 169 , respectively, at May 31, 2022. During fiscal 2023, we repurchased $ 6,377 of the 2026 Notes through open market purchases. The repurchase activity generated a gain of $ 86 , which is recorded in miscellaneous income (expense), net in our consolidated statement of earnings. On July 28, 2023, we redeemed in full the 2026 Notes. See “Note V – Subsequent Events” for additional information. On August 10, 2012, we issued $ 150,000 aggregate principal amount of unsecured senior notes due August 10, 2024 (the “2024 Notes”). The 2024 Notes bear interest at a rate of 4.60 %. The net proceeds from this issuance were used to repay a portion of the then-outstanding amounts. Approximately $ 80 of the aggregate proceeds were allocated to debt issuance costs. The unamortized portion of the debt issuance costs was $ 8 and $ 15 at May 31, 2023 and 2022, respectively. Other Financing Arrangements On May 19, 2022, we entered into the AR Facility. Pursuant to the terms of the AR Facility, certain of our subsidiaries were to sell or contribute all of their eligible accounts receivable and other related assets without recourse, on a revolving basis, to WRC, a wholly-owned, consolidated, bankruptcy-remote indirect subsidiary. In turn, WRC was to sell, on a revolving basis, up to $ 175,000 of undivided ownership interests in this pool of accounts receivable to a third-party bank. We were to retain an undivided interest in this pool and were to be subject to risk of loss based on the collectability of the receivables from this retained interest. Because the amount eligible to be sold was to exclude receivables more than 120 days past due, receivables offset by an allowance for doubtful accounts due to bankruptcy or other cause, concentrations over certain limits with specific customers and certain reserve amounts, we believed additional risk of loss would be minimal. As of May 31, 2023, there were no borrowings outstanding under the AR Facility, leaving $ 175,000 then available for use. Fees incurred to facilitate the securitization were $ 547 and will be deferred and amortized on a straight-line basis through May 2024. Facility fees will be expensed as incurred through interest expense in our consolidated statements of earnings. On June 29, 2023, we terminated the AR Facility. See “Note V – Subsequent Events” for additional information. We maintain a $ 500,000 multi-year revolving credit facility scheduled to mature on August 20, 2026 (the “Credit Facility”) with a group of lenders. Borrowings under the Credit Facility have maturities of up to one year . We have the option to borrow at rates equal to an applicable margin over the Simple SOFR Rate, the Prime Rate of PNC Bank, National Association or the Overnight Bank Funding Rate. The Credit Facility was amended on May 10, 2023 to remove references to the LIBOR benchmark and replace it with SOFR. The applicable margin is determined by our credit rating. There were no borrowings outstanding under the Credit Facility at May 31, 2023 , leaving $ 500,000 available at May 31, 2023. Tempel Steel Company’s China location (“Tempel China”) has short-term loan facilities with the equivalent of an aggregate of $ 2,813 outstanding at May 31, 2023 . These loans, which are used to finance steel purchases, are collateralized by Tempel China property and equipment. These loans were subsequently paid off in June 2023. New loans may be entered into as these loans mature. The effective interest rate on the Tempel China loans outstanding at May 31, 2023 was 3.57 %. |
Comprehensive Income (Loss)
Comprehensive Income (Loss) | 12 Months Ended |
May 31, 2023 | |
Equity [Abstract] | |
Comprehensive Income (Loss) | Note J – Comprehensive Income (Loss) Other Comprehensive Income (Loss): The following table summarizes the tax effects of each component of other comprehensive income (loss) for the prior three fiscal years: 2023 2022 2021 (In thousands) Before- Tax Net-of- Before- Tax Net-of- Before- Tax Net-of- Foreign currency translation $ ( 6,774 ) $ ( 39 ) $ ( 6,813 ) $ ( 15,808 ) $ ( 1,281 ) $ ( 17,089 ) $ 9,958 $ 963 $ 10,921 Pension liability adjustment 5,915 ( 1,401 ) 4,514 12,647 ( 2,936 ) 9,711 7,684 ( 1,753 ) 5,931 Cash flow hedges 2,585 ( 615 ) 1,970 ( 79,677 ) 18,818 ( 60,859 ) 83,434 ( 19,682 ) 63,752 Other comprehensive income (loss) $ 1,726 $ ( 2,055 ) $ ( 329 ) $ ( 82,838 ) $ 14,601 $ ( 68,237 ) $ 101,076 $ ( 20,472 ) $ 80,604 Accumulated Other Comprehensive Income (Loss): T he components of the changes in AOCI at the end of the prior three fiscal years were as follows: Accumulated Foreign Pension Cash Other Currency Liability Flow Comprehensive (In thousands) Translation Adjustment Hedges Income (Loss) Balance at May 31, 2021 $ 1,779 $ ( 15,955 ) $ 59,563 $ 45,387 Other comprehensive income (loss) before reclassifications ( 15,808 ) 12,101 19,175 15,468 Reclassification adjustments to income (a) - 546 ( 98,852 ) ( 98,306 ) Income tax effect ( 1,281 ) ( 2,936 ) 18,818 14,601 Balance at May 31, 2022 $ ( 15,310 ) $ ( 6,244 ) $ ( 1,296 ) $ ( 22,850 ) Other comprehensive income (loss) before reclassifications ( 6,774 ) 559 ( 22,873 ) ( 29,088 ) Reclassification adjustments to income (a) - 5,356 25,458 30,814 Income tax effect ( 39 ) ( 1,401 ) ( 615 ) ( 2,055 ) Balance at May 31, 2023 $ ( 22,123 ) $ ( 1,730 ) $ 674 $ ( 23,179 ) (a) The statement of earnings classification of amounts reclassified to net income include: (1) Pension liability adjustment – As disclosed in “Note M – Employee Pension Plans”, includes a reclassification adjustment of $ 4,774 related to the pension lift-out transaction to transfer a portion of the total projected benefit obligation of the Gerstenslager Company Bargaining Unit Employees’ Pension Plan to a third-party insurance company. As a result of this transaction: 1) we incurred a non-cash settlement charge of $ 4,774 recorded in miscellaneous income (expense), net in the consolidated statement of earnings; 2) we were relieved of all responsibility for these pension obligations; and 3) the insurance company is now required to pay and administer the retirement benefits owed to 220 beneficiaries; and (2) Cash flow hedges – disclosed in “Note R – Derivative Financial Instruments and Hedging Activities. ” The estimated net amount of the gains in AOCI at May 31, 2023 expected to be reclassified into net income within the succeeding 12 months is $ 4 (net of tax of $ 1 ). This am ount was computed using the fair value of the cash flow hedges at May 31, 2023, and will change before actual reclassification from other comprehensive income to net income during fiscal 2023 . |
Equity
Equity | 12 Months Ended |
May 31, 2023 | |
Equity [Abstract] | |
Equity | Note K – Equity Preferred Shares: The Worthington Industries Amended Articles of Incorporation authorize two classes of preferred shares and their relative voting rights. The Board is empowered to determine the issue prices, dividend rates, amounts payable upon liquidation and other terms of the preferred shares when issued. No preferred shares are issued or outstanding. Common Shares : On March 20, 2019, the Board authorized the repurchase of up to 6,600 of the common shares. On March 24, 2021, the Board authorized the repurchase of up to an additional 5,618 of the common shares. These common shares may be repurchased from time to time, with consideration given to the market price of the common shares, the nature of other investment opportunities, cash flows from operations, general economic conditions and other relevant considerations. Repurchases may be made on the open market or through privately negotiated transactions. At May 31, 2023 , the total number of the common shares available for repurchase under the Board authorizations was 6,065 . During fiscal 2023 , we did no t repurchase any common shares. During fiscal 2022 and fiscal 2021 , we repurchased 3,235 common shares, and 4,018 common shares, respectively, having an aggregate cost of $ 180,248 and $ 192,054 , respectively. Theoretical Common Shares : Our non-qualified deferred compensation plans for employees require that any portion of a participant’s current account credited to the theoretical common share option, which reflects the fair value of the common shares with dividends reinvested, and any new contributions credited to the theoretical common share option remain credited to the theoretical common share option until distributed. For amounts credited to the theoretical common share option, payouts are required to be made in the form of whole common shares and cash in lieu of fractional common shares. As a result, we account for the deferred compensation obligation credited to the theoretical common share option within equity. The amounts recorded in equity totaled $ 725 , $ 592 and $ 556 at May 31, 2023, 2022, and 2021, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
May 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Note L – Stock-Based Compensation Under our employee and non-employee director stock-based compensation plans (the “Plans”), we may grant incentive or non-qualified stock options, restricted common shares and performance shares to employees and non-qualified stock options and restricted common shares to non-employee directors. We classify share-based compensation expense within SG&A expense to correspond with the same financial statement caption as the majority of the cash compensation paid to employees who have been awarded common shares. A total of 3,072 common shares were authorized and available for issuance in connection with the Plans in place at May 31, 2023. We recognized pre-tax stock-based compensation expense of $ 19,178 ( $ 14,786 after-tax), $ 16,100 ( $ 12,349 after-tax) and $ 19,129 ( $ 14,729 after-tax) under the Plans during fiscal 2023, fiscal 2022 and fiscal 2021, respectively. At May 31, 2023 , the total unrecognized compensation cost related to non-vested awards was $ 23,009 , which will be expensed over the next three fiscal years. Non-Qualified Stock Options Stock options may be granted to purchase common shares at not less than 100 % of the fair market value of the underlying common shares on the grant date. All outstanding stock options are non-qualified stock options. The exercise price of all stock options granted has been set at 100 % of the fair market value of the underlying common shares on the grant date. Generally, stock options granted to employees vest and become exercisable at the rate of 33 % per year beginning one year from the grant date, and expire ten years after the grant date. Non-qualified stock options granted to non-employee directors vest and become exercisable on the earlier of (a) the first anniversary of the grant date or (b) the date on which the next annual meeting of shareholders of Worthington Industries is held following the grant date for any stock option granted as of the date of an annual meeting of shareholders of Worthington Industries. Stock options can be exercised through net-settlement, at the election of the option holder. U.S. GAAP requires that all share-based awards be recorded as expense in the statement of earnings based on their grant date fair value. We calculate the fair value of our non-qualified stock options using the Black-Scholes option pricing model and certain assumptions. The computation of fair values for all stock options incorporates the following assumptions: expected volatility (based on the historical volatility of the common shares); risk-free interest rate (based on the U.S. Treasury strip rate for the expected term of the stock options); expected term (based on historical exercise experience); and dividend yield (based on annualized current dividends and an average quoted price of the common shares over the preceding annual period). The table below sets forth the non-qualified stock options granted during each of the last three fiscal years. For each grant, the exercise price was equal to the closing market price of the underlying common shares at the respective grant date. The fair values of these stock options were based on the Black-Scholes option pricing model, calculated at the respective grant dates. The calculated pre-tax stock-based compensation expense for these stock options will be recognized on a straight-line basis over the three-year vesting period of the stock options. (In thousands, except per common share amounts) 2023 2022 2021 Granted 84 55 116 Weighted average exercise price, per common share $ 46.39 $ 60.19 $ 36.93 Weighted average grant date fair value, per common share $ 16.36 $ 19.76 $ 10.43 Pre-tax stock-based compensation $ 1,381 $ 1,077 $ 1,213 The weighted average fair value of stock options granted in fiscal 2023, fiscal 2022 and fiscal 2021 was based on the following weighted average assumptions: 2023 2022 2021 Dividend yield 2.33 % 2.10 % 2.94 % Expected volatility 41.63 % 41.62 % 40.82 % Risk-free interest rate 3.19 % 1.10 % 0.43 % Expected life (years) 6.0 6.0 6.0 The following tables summarize our stock option activity for the prior three fiscal years: 2023 2022 2021 (In thousands, except per common share amounts) Stock Weighted Stock Weighted Stock Weighted Outstanding, beginning of year 602 $ 39.66 602 $ 36.44 1,352 $ 27.34 Granted 84 46.39 55 60.19 116 36.93 Exercised ( 113 ) 29.71 ( 53 ) 23.80 ( 854 ) 22.16 Forfeited - - ( 2 ) 44.69 ( 12 ) 31.52 Outstanding, end of year 573 $ 42.61 602 $ 39.66 602 $ 36.44 Exercisable at end of year 418 $ 40.84 447 $ 37.68 389 $ 35.55 Weighted Average Number of Remaining Aggregate Stock Contractual Intrinsic Options Life Value (In thousands) (In years) (In thousands) May 31, 2023 Outstanding 573 5.47 $ 7,970 Exercisable 418 4.38 $ 6,472 May 31, 2022 Outstanding 602 5.15 $ 4,987 Exercisable 447 4.09 $ 4,065 May 31, 2021 Outstanding 602 5.61 $ 18,037 Exercisable 389 4.15 $ 12,415 The total intrinsic value of stock options exercised during fiscal 2023 was $ 2,574 . The total amount of cash received from the exercise of stock options during fiscal 2023 was $ 3,093 , and the related excess tax benefit realized from share-based payment awards was $ 619 . The following table summarizes information about non-vested stock option awards for fiscal 2023: Weighted Average Number of Grant Date Stock Options Fair Value (In thousands) Per Common Share Non-vested, beginning of year 155 $ 13.66 Granted 84 16.36 Vested ( 84 ) 12.40 Non-vested, end of year 155 $ 15.80 Service-Based Restricted Common Shares Restricted common shares that contain service-based vesting conditions may be awarded to certain employees and non-employee directors. Service-based restricted common shares granted to employees cliff vest three years from the date of grant. Service-based restricted common shares granted to non-employee directors vest under the same parameters as discussed above with respect to non-qualified stock option grants. All service-based restricted common shares are valued at the closing market price of the common shares on the date of the grant. The table below sets forth the service-based restricted common shares granted under the Plans during each of the past three fiscal years. The calculated pre-tax stock-based compensation expense for these restricted common shares will be recognized on a straight-line basis over their respective three-year service periods. (In thousands, except per common share amounts) 2023 2022 2021 Granted 358 192 307 Weighted average grant date fair value, per common share $ 49.89 $ 57.19 $ 38.99 Pre-tax stock-based compensation $ 17,884 $ 10,993 $ 11,985 The following table summarizes the activity for service-based restricted common shares for the past three fiscal years. 2023 2022 2021 (In thousands, except per common share amounts) Restricted Weighted Restricted Weighted Restricted Weighted Outstanding, beginning of year 650 $ 44.12 777 $ 40.36 643 $ 41.79 Granted 358 49.89 192 57.19 307 38.99 Vested ( 184 ) 40.52 ( 295 ) 42.90 ( 146 ) 43.41 Forfeited ( 24 ) 48.94 ( 24 ) 42.36 ( 27 ) 42.15 Outstanding, end of year 800 $ 47.39 650 $ 44.12 777 $ 40.36 Weighted average remaining contractual life of outstanding restricted common shares (in years) 1.28 1.25 1.33 Aggregate intrinsic value of outstanding restricted common shares $ 44,926 $ 30,283 $ 51,541 Aggregate intrinsic value of restricted common shares vested during the year $ 8,897 $ 16,534 $ 5,873 Market-Based Restricted Common Shares On June 24, 2022, we granted 10 market-based restricted common shares to one key employee under one of the Plans. Vesting of these restricted common shares is contingent upon the average closing price of the common shares reaching $ 65.00 during any 90 consecutive day period during the five-year period following the date of grant and completion of a three-year service vesting period. The grant date fair value of these restricted common shares, as determined by a Monte Carlo simulation model, was $ 35.49 per common share. The pre-tax stock-based compensation expense for these market-based restricted common shares of $ 355 will be recognized on a straight-line basis over the three-year service period, net of any forfeitures. The following assumptions were used to determine the grant date fair value and the derived service period for these restricted common shares: Dividend yield 2.67 % Expected volatility 43.00 % Risk-free interest rate 3.18 % On June 25, 2020, we granted an aggregate of 45 market-based restricted common shares to three key employees under one of the Plans. Vesting of these restricted common share awards is contingent upon the average closing price of the common shares reaching $ 65.00 during any 90 consecutive day period during the five-year period following the date of grant and completion of a three-year service vesting period. The grant date fair value of these restricted common shares, as determined by a Monte Carlo simulation model, was $ 20.87 per common share. The calculated pre-tax stock-based compensation expense for these restricted common shares is $ 939 and will be recognized on a straight-line basis over the five-year service vesting period, net of any forfeitures. The following assumptions were used to determine the grant date fair value and the derived service period for these restricted common shares: Dividend yield 2.71 % Expected volatility 41.50 % Risk-free interest rate 0.32 % On September 25, 2019, we granted 50 market-based restricted common shares to one key employee under one of the Plans. Vesting of this restricted common share award is contingent upon the price of the common shares reaching $ 65.00 per common share and remaining at or above that price for 90 consecutive days during the five-year period following the date of grant and the completion of a five-year service vesting period. The grant date fair value of these restricted common shares, as determined by a Monte Carlo simulation model, was $ 14.31 per common share. The pre-tax stock-based compensation expense for these restricted common shares of $ 716 will be recognized on a straight-line basis over the five-year service vesting period, net of any forfeitures. The following assumptions were used to determine the grant date fair value and the derived service period for these restricted common shares: Dividend yield 2.69 % Expected volatility 34.90 % Risk-free interest rate 1.60 % On September 26, 2018, we granted an aggregate of 225 market-based restricted common shares to two key employees under one of the Plans. Vesting of these restricted common share awards is contingent upon the price of the common shares reaching $ 65.00 per common share and remaining at or above that price for 90 consecutive days during the five-year period following the date of grant and the completion of a five-year service vesting period. The grant date fair value of these restricted common shares, as determined by a Monte Carlo simulation model, was $ 23.38 per common share. The calculated pre-tax stock-based compensation expense for these restricted common shares is $ 5,261 and will be recognized on a straight-line basis over the five-year service vesting period, net of any forfeitures. The following assumptions were used to determine the grant date fair value and the derived service period for these restricted common shares: Dividend yield 2.16 % Expected volatility 33.60 % Risk-free interest rate 2.96 % Performance Shares We have awarded performance shares to certain key employees that are contingent (i.e., vest) based upon the level of achievement with respect to corporate targets for cumulative corporate economic value added, earnings per share growth and, in the case of business unit executives, business unit EBIT targets for the three-fiscal-year periods ended or ending May 31, 2023, 2024 and 2025. These performance share awards will be paid, to the extent earned, in common shares in the fiscal quarter following the end of the applicable three-fiscal-year performance period. The fair value of performance share awards is determined by the closing market price of the underlying common shares at the respective grant dates of the awards and the pre-tax stock-based compensation expense is based on our periodic assessment of the probability of the targets being achieved and our estimate of the number of common shares that will ultimately vest and be issued. The table below sets forth the performance shares we granted (at target levels) during fiscal 2023, fiscal 2022 and fiscal 2021: (In thousands, except per common share amounts) 2023 2022 2021 Granted 68 36 64 Weighted average grant date fair value, per common share $ 46.39 $ 60.19 $ 36.93 Pre-tax stock-based compensation $ 3,153 $ 2,191 $ 2,362 The following table summarizes our performance share award activity for the past three fiscal years: 2023 2022 2021 Weighted Weighted Weighted Average Average Average Grant Grant Grant Performance Date Fair Performance Date Fair Performance Date Fair (In thousands, except per common share amounts) Shares Value Shares Value Shares Value Outstanding, beginning of year 160 $ 42.93 177 $ 39.23 158 $ 42.45 Granted (1) 118 43.40 67 52.22 65 36.93 Vested ( 89 ) 38.91 ( 65 ) 42.82 ( 3 ) 47.76 Forfeited ( 17 ) 39.36 ( 19 ) 41.80 ( 43 ) 46.86 Outstanding, end of year 172 $ 46.37 160 $ 42.93 177 $ 39.23 Weighted average remaining contractual life of outstanding performance shares (in years) 1.59 0.90 1.17 Aggregate intrinsic value of outstanding performance shares $ 9,636 $ 7,445 $ 11,730 Aggregate intrinsic value of performance shares vested during the year $ 4,056 $ 3,994 $ 100 (1) Includes common shares related to previously granted awards that paid out at percentages above target levels. |
Employee Pension Plans
Employee Pension Plans | 12 Months Ended |
May 31, 2023 | |
Retirement Benefits [Abstract] | |
Employee Pension Plans | Note M – Employee Pension Plans Defined benefit pension and OPEB plan obligations are remeasured at least annually as of May 31 based on the present value of projected future benefit payments for all participants for services rendered to date. The measurement of projected future benefits is dependent on the provisions of each specific plan, demographics of the group covered by the plan, and other key measurement assumptions. Net periodic benefit costs, including service cost, interest cost, and expected return on assets, are determined using assumptions regarding the benefit obligation and the fair value of plan assets as of the beginning of each fiscal year. The funded status of the benefit plans, which represents the difference between the benefit obligation and the fair value of plan assets, is calculated on a plan-by-plan basis. The benefit obligation and related funded status are determined using assumptions as of the end of each fiscal year. Net periodic benefit cost is included in other income (expense) in our consolidated statements of earnings, except for the service cost component, which is recorded in SG&A expense. A curtailment results from an event that significantly reduces the expected years of future service or eliminates the accrual of defined benefits for the future services of a significant number of employees. A curtailment gain is recorded when the employees who are entitled to a benefit terminate their employment, or when a plan suspension or amendment that results in a curtailment gain is adopted. A curtailment loss is recorded when it becomes probable a curtailment loss will occur. We recognize settlement expense when the costs associated with all settlements during the year exceed the interest component of net periodic cost for the affected plan. Expense from curtailments and settlements is recorded in other income (expense) in our consolidated statements of earnings. Defined Contribution Retirement Plans We provide retirement benefits to employees mainly through defined contribution retirement plans. Eligible participants make pre-tax contributions based on elected percentages of eligible compensation, subject to annual addition and other limitations imposed by the Internal Revenue Code and the various plans’ provisions. Company contributions consist of employer matching contributions, annual or monthly employer contributions and discretionary contributions, based on individual plan provisions. Defined Benefit Pension Plans The Gerstenslager Company Bargaining Unit Employees’ Pension Plan (the “Gerstenslager Plan”) is a non‑contributory pension plan, which covers certain employees based on age and length of service. Our contributions have complied with ERISA’s minimum funding requirements. Effective May 9, 2011, in connection with the formation of the ArtiFlex joint venture, the Gerstenslager Plan was frozen, which qualified as a curtailment under the applicable accounting guidance. We did not recognize a gain or loss in connection with the curtailment of the Gerstenslager Plan. During fiscal 2019, the Gerstenslager Plan was amended to allow certain inactive participants to take a lump sum settlement. During August 2022, we purchased (using pension plan assets) an annuity contract from a third-party insurance company to transfer approximately 31 % of the total projected benefit obligation of the Gerstenslager Company Bargaining Unit Employees’ Pension Plan as of the purchase date. As a result of this transaction: 1) we incurred a non-cash settlement charge of $ 4,774 recorded in miscellaneous income (expense), net in our consolidated statements of earnings; 2) we were relieved of all responsibility for these pension obligations; and 3) the insurance company is now required to pay and administer the retirement benefits owed to 220 beneficiaries. As a result of our acquisition of Tempel on December 1, 2021, we assumed approximately $ 40,160 of net pension and other postretirement benefit obligations under Tempel’s defined benefit domestic funded pension plan, an unfunded supplemental executive retirement (SERP) plan, and a domestic unfunded postretirement plan. Effective December 31, 2010, Tempel froze its defined benefit domestic funded pension plan. Upon retirement, participants in this plan will receive the benefit they had accrued as of July 16, 2018. No further pension benefit will be earned by the participants of this plan after December 31, 2010. See “Note Q - Acquisitions” for additional information related to the acquisition of Tempel. Net Periodic Pension Costs The following table summarizes the components of net periodic pension costs for our defined benefit pension plans for the prior three fiscal years: (In thousands) 2023 2022 2021 Defined benefit plans: Interest cost $ 4,393 $ 2,621 $ 1,205 Return on plan assets ( 5,092 ) ( 4,473 ) ( 4,289 ) Net amortization and deferral costs 191 546 3,058 Settlement cost (1) 4,774 1,357 18 Defined contribution plans 19,600 18,036 17,562 Net periodic benefit cost $ 23,866 $ 18,087 $ 17,554 (1) Relates to the settlement of certain participant balances within the Gerstenslager Plan. During fiscal 2023 and fiscal 2022, we also incurred $ 135 and $ 85 , respectively, in net periodic benefit cost related to the Tempel Steel Company Postretirement Benefit Plan. Weighted Average Rates The following weighted-average assum ptions were used to determine the unfunded benefit obligation and net periodic benefit cost: 2023 2022 2021 Benefit obligation: Discount rate 4.78 % 4.27 % 2.90 % Net periodic pension cost: Discount rate 4.25 % 2.74 % 2.65 % Expected long-term rate of return 6.25 % 6.75 % 7.00 % Actuarial developed yield curves are used to determine discount rates. The expected return on plan assets assumption is determined by reviewing the investment returns, as well as longer-term historical returns of an asset mix approximating our asset allocation targets, and periodically comparing these returns to the expectations of investment advisors and actuaries to determine whether long-term future returns are expected to differ significantly from the past. Funded Status The following tables provide a reconciliation of the changes in the projected benefit obligation and the fair value of plan assets and the funded status for our defined benefit plans: Pension Benefits Other Benefits (In thousands) 2023 2022 2023 2022 Change in benefit obligation Benefit obligation, beginning of year $ 113,567 $ 41,195 $ 4,077 $ - Service cost - - 18 15 Interest cost 4,391 2,621 168 70 Plan amendments - - ( 441 ) - Actuarial gain ( 5,420 ) ( 24,755 ) ( 281 ) ( 873 ) Benefits paid ( 6,662 ) ( 4,511 ) ( 174 ) ( 125 ) Settlements ( 9,446 ) ( 2,929 ) - - Participant contributions - - - 8 Benefit obligations acquired - 101,946 - 4,982 Benefits obligation, end of year $ 96,430 $ 113,567 $ 3,367 $ 4,077 Change in plan assets Fair value, beginning of year $ 83,393 $ 33,136 $ - $ - Return on plan assets ( 1,137 ) ( 11,379 ) - - Company contributions 6,837 2,308 174 117 Benefits paid ( 6,662 ) ( 4,511 ) ( 174 ) ( 125 ) Settlements ( 9,446 ) ( 2,929 ) - - Participant contributions - - - 8 Plan assets acquired - 66,768 - - Fair value, end of year 72,985 83,393 - - Funded status $ ( 23,445 ) $ ( 30,174 ) $ ( 3,367 ) $ ( 4,077 ) Amounts recognized in our consolidated balance sheets consist of: Other liabilities $ ( 23,445 ) $ ( 30,174 ) $ ( 3,367 ) $ ( 4,077 ) AOCI 2,580 6,736 ( 1,544 ) ( 873 ) Amounts recognized in AOCI consist of: Net loss (income) $ 2,580 $ 6,736 $ ( 1,103 ) $ ( 873 ) Net prior service (credit)/cost - - ( 441 ) - Total $ 2,580 $ 6,736 $ ( 1,544 ) $ ( 873 ) The following table shows other changes in plan assets and benefit obligations recognized in OCI during the prior two fiscal years: Pension Benefits Other Benefits (In thousands) 2023 2022 2023 2022 Net (gain) loss $ 809 $ ( 8,903 ) $ ( 281 ) $ ( 873 ) Amortization of net (gain) loss ( 191 ) ( 546 ) ( 441 ) - Settlement cost ( 4,774 ) ( 1,357 ) 50 - Total recognized in other comprehensive income $ ( 4,156 ) $ ( 10,806 ) $ ( 672 ) $ ( 873 ) Total recognized in net periodic benefit cost and OCI $ 110 $ ( 10,704 ) $ ( 536 ) $ ( 787 ) Pension plan assets are required to be disclosed at fair value in our consolidated financial statements. Fair value is defined in “Note S – Fair Value Measurements.” The pension plan assets’ fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. Fair Value Hierarchy Categories Valuations of Level 1 assets for all classes are based on quoted closing market prices from the principal exchanges where the individual securities are traded. Cash is valued at cost, which approximates fair value. Equity funds categorized as Level 2 assets are primarily non-exchange traded comingled or collective funds where the underlying securities have observable prices available from active markets. Valuation is based on the net asset value of fund units held as derived from the fair value of the underlying assets. Fixed-income funds categorized as Level 2 assets include corporate and government bonds and are generally valued based on independent broker/dealer bids or by comparison to other debt securities having similar durations, yields and credit ratings. Equity funds classified as Level 3 are fund investments in private companies. Valuation techniques and inputs for these assets include discounted cash flow analysis, earnings multiple approaches, recent transactions, transfer restrictions, prevailing discount rates, volatilities, credit ratings and other factors. Fair Value of Plan Assets The following table sets forth, by level within the fair value hierarchy, a summary of the defined benefit plans’ assets measured at fair value on a recurring basis at May 31, 2023: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In thousands) Fair Value (Level 1) (Level 2) (Level 3) Investment: Cash and cash equivalents $ 13,935 $ 13,935 $ - $ - Fixed-income funds 30,168 30,168 - - Equity funds 20,069 20,069 - - Administrative funds - - - - Commingled fund investments measured at net asset value (1) : Hedge funds 8,813 - - - Total $ 72,985 $ 64,172 $ - $ - (1) Investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been categorized in the fair value hierarchy. The following table sets forth, by level within the fair value hierarchy, a summary of the defined benefit plans’ assets measured at fair value on a recurring basis at May 31, 2022: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In thousands) Fair Value (Level 1) (Level 2) (Level 3) Investment: Cash and cash equivalents $ 1,238 $ 1,238 $ - $ - Fixed-income funds 11,287 11,287 - - Equity funds 37,352 37,352 - - Administrative funds 2,946 2,946 - - Commingled fund investments measured at net asset value (1) : Fixed-income funds 21,056 - - - Hedge funds 9,514 - - - Total $ 83,393 $ 52,823 $ - $ - (1) Investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been categorized in the fair value hierarchy. Plan assets for the defined benefit plans consisted principally of the following as of the respective measurement dates: May 31, May 31, 2023 2022 Asset category: Equity securities 27 % 45 % Fixed-income funds 41 % 39 % Hedge funds 12 % 11 % Other 19 % 5 % Total 100 % 100 % Equity securities include no employer stock. The investment policy and strategy for the defined benefit plans is: (i) long-term in nature with liquidity requirements that are anticipated to be minimal due to the projected normal retirement date of the average employee and the current average age of participants; (ii) to earn nominal returns, net of investment fees, equal to or in excess of the defined benefit plans’ respective liability growth rate; and (iii) to include a diversified asset allocation of domestic and international equities and fixed income investments. We are expected to contribute approximately $ 1,669 to the defined benefit and OPEB plans during fiscal 2024. However, we reserve the right to make additional contributions. Estimated Future Benefits Payments The following estimated future benefits, which reflect expected future service, as appropriate, are expected to be paid under the defined benefit and other postretirement plans during future fiscal years as follows: (In thousands) Pension Benefits Other Benefits 2024 $ 6,741 $ 296 2025 $ 6,597 $ 291 2026 $ 6,725 $ 283 2027 $ 7,105 $ 274 2028 $ 7,205 $ 267 2029-2033 $ 33,668 $ 1,209 Commercial law requires us to pay severance and service benefits to employees at our Austrian Sustainable Energy Solutions location. Severance benefits must be paid to all employees hired before December 31, 2002. Employees hired after that date are covered under a governmental plan that requires us to pay benefits as a percentage of compensation (included in payroll tax withholdings). Service benefits are based on a percentage of compensation and years of service. The accrued liability for these unfunded plans was $ 6,045 a nd $ 6,249 at May 31, 2023 and 2022 , respectively, and was included in other liabilities on our consolidated balance sheets. Net periodic pension cost for these plans did not have a significant impact to our consolidated financial statements for all periods presented. The assumed salary rate increase was 2.75 % for each of fiscal 2023, fiscal 2022 and fiscal 2021. The discount rate at May 31, 2023, 2022 and 2021 was 4.00 %, 1.90 %, and 1.10 %, respectively. Each discount rate was based on a published corporate bond rate with a term approximating the estimated benefit payment cash flows and is consistent with European and Austrian regulations. |
Income Taxes
Income Taxes | 12 Months Ended |
May 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note N – Income Taxes Earnings before income taxes for the prior three fiscal years included the following components: (In thousands) 2023 2022 2021 U.S. based operations $ 308,719 $ 470,248 $ 897,601 Non – U.S. based operations 36,649 44,038 20,116 Earnings before income taxes 345,368 514,286 917,717 Less: Net earnings attributable to noncontrolling interests (1) 12,642 19,878 17,655 Earnings before income taxes attributable to controlling interest $ 332,726 $ 494,408 $ 900,062 (1) Net earnings attributable to noncontrolling interests are not taxable to us. Significant components of income tax expense (benefit) for the prior three fiscal years were as follows: (In thousands) 2023 2022 2021 Current Federal $ 69,919 $ 79,674 $ 160,903 State and local 7,774 8,704 6,018 Foreign 14,033 7,469 4,524 Subtotal 91,726 95,847 171,445 Deferred Federal ( 9,682 ) 19,398 6,668 State and local ( 2,122 ) 2,576 ( 391 ) Foreign ( 3,724 ) ( 2,799 ) ( 1,455 ) Subtotal ( 15,528 ) 19,175 4,822 Total $ 76,198 $ 115,022 $ 176,267 A reconciliation of the federal statutory corporate income tax rate to total tax provision for the prior three fiscal years follows: 2023 2022 2021 Federal statutory corporate income tax rate 21.0 % 21.0 % 21.0 % State and local income taxes, net of federal tax benefit 1.7 2.3 0.8 Non-U.S. income taxes at other than federal statutory rate 0.9 ( 0.9 ) ( 0.3 ) Excess benefit related to share-based payment awards ( 0.2 ) ( 0.2 ) ( 0.5 ) Nondeductible executive compensation 1.1 0.9 0.6 Oil & Gas capital stock loss - - ( 1.5 ) Other ( 1.6 ) 0.2 ( 0.5 ) Effective tax rate attributable to controlling interest 22.9 % 23.3 % 19.6 % The above effective tax rate attributable to controlling interest excludes any impact from the inclusion of net earnings attributable to noncontrolling interests in our consolidated statements of earnings. The effective tax rates upon inclusion of net earnings attributable to noncontrolling interests were 22.1 %, 22.4 % and 19.2 % for fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Net earnings attributable to noncontrolling interests are primarily a result of our Samuel, WSP, Spartan, and TWB consolidated joint ventures. The earnings attributable to the noncontrolling interests in Samuel, WSP, Spartan and TWB’s U.S. operations do not generate tax expense to us since the investors in Samuel, WSP, Spartan and TWB’s U.S. operations are taxed directly based on the earnings attributable to them. The tax expense of TWB’s wholly-owned foreign corporations is reported in our consolidated tax expense. Under applicable accounting guidance, a tax benefit may be recognized from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, including resolution of any related appeals or litigation processes, based on the technical merits of the position. Any tax benefits recognized in our financial statements from such a position were measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. The total amount of unrecognized tax benefits was $ 4,663 , $ 4,706 and $ 3,836 as of May 31, 2023, 2022 and 2021, respectively. As of May 31, 2023 , the total amount of unrecognized tax benefits that, if recognized, would impact the effective tax rate attributable to controlling interest was $ 3,896 . Unrecognized tax benefits are the differences between a tax position taken, or expected to be taken, in a tax return, and the benefit recognized for accounting purposes. Accrued amounts of interest and penalties related to unrecognized tax benefits are recognized as part of income tax expense within our consolidated statements of earnings. As of May 31, 2023, 2022 and 2021 , we had accrued liabilities of $ 621 , $ 367 and $ 12 , respectively, for interest and penalties related to unrecognized tax benefits. A tabular reconciliation of unrecognized tax benefits follows: (In thousands) Balance at May 31, 2022 $ 4,706 Increases - tax positions taken in prior years - Decreases - tax positions taken in prior years - Increases - tax positions taken in prior years - Increases - current tax positions - Settlements - Lapse of statutes of limitations ( 43 ) Balance at May 31, 2023 $ 4,663 Approximately $ 9 of the liability for unrecognized tax benefits is expected to be settled in the next twelve months due to the expiration of statutes of limitations in various tax jurisdictions and as a result of expected settlements with various tax jurisdictions. While it is expected that the amount of unrecognized tax benefits will change in the next twelve months, any change is not expected to have a material impact on our consolidated financial position, results of operations or cash flows. The following is a summary of the tax years open to examination by major tax jurisdiction: • U.S. Federal - 2020 and forward • U.S. State and Local - 2019 and forward • Austria - 2020 and forward • Canada - 2018 and forward • China - 2021 and forward • India - 2017 and forward • Mexico - 2008, 2009, 2018 and forward • Portugal - 2019 and forward The components of our deferred tax assets and liabilities as of May 31 were as follows: (In thousands) 2023 2022 Deferred tax assets Accounts receivable $ 1,929 $ 1,695 Inventories 6,195 6,291 Accrued expenses 30,157 28,981 Net operating loss carry forwards 10,700 8,178 Stock-based compensation 6,226 5,432 Derivative contracts 2,242 - Operating lease - ROU liability 8,390 10,443 Other 2,523 1,588 Total deferred tax assets 68,362 62,608 Valuation allowance for deferred tax assets ( 5,480 ) ( 5,878 ) Net deferred tax assets 62,882 56,730 Deferred tax liabilities Property, plant and equipment ( 60,771 ) ( 58,433 ) Intangibles ( 69,175 ) ( 69,426 ) Investment in affiliated companies, principally due ( 23,073 ) ( 28,274 ) Operating lease - ROU asset ( 8,091 ) ( 10,354 ) Derivative contracts - ( 412 ) Other ( 3,221 ) ( 4,963 ) Total deferred tax liability ( 164,331 ) ( 171,862 ) Net deferred tax liability $ ( 101,449 ) $ ( 115,132 ) At May 31, 2023 , we had tax benefits for federal net operating loss carry forwards of $ 1,636 , with no expiration date, tax benefits for state net operating loss carry forwards of $ 4,640 that expire from fiscal 2024 to no expiration date, and tax benefits for non-U.S. net operating loss carryforwards of $ 4,424 that expire from fiscal 2032 to no expiration date. The valuation allowance for deferred tax assets of $ 5,480 on May 31, 2023, is associated primarily with the state net operating loss carry forwards and relates to our former Steel Processing facility in Decatur, Alabama, and our former Engineered Cabs facility in Tennessee. Based on our history of profitability, the scheduled reversal of deferred tax liabilities, and taxable income projections, we have determined that it is more likely than not that the remaining deferred tax assets are otherwise realizable. |
Earnings Per Common Share
Earnings Per Common Share | 12 Months Ended |
May 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | Note O – Earnings Per Common Share The following table sets forth the computation of basic and diluted earnings per common share for the prior three fiscal years: (In thousands, except per common share amounts) 2023 2022 2021 Numerator (basic & diluted): Net earnings attributable to controlling interest - income available to common shareholders $ 256,528 $ 379,386 $ 723,795 Denominator: Denominator for basic earnings per common share attributable to controlling interest - weighted average common shares 48,566 49,940 52,701 Effect of dilutive securities 820 1,053 1,216 Denominator for diluted earnings per common share attributable to controlling interest - adjusted weighted average common shares 49,386 50,993 53,917 Basic earnings per common share attributable to controlling interest $ 5.28 $ 7.60 $ 13.73 Diluted earnings per common share attributable to controlling interest $ 5.19 $ 7.44 $ 13.42 Stock options covering 133 and 51 common shares for fiscal 2023 and fiscal 2022, respectively, have been excluded from the computation of diluted earnings per common share because the effect of their inclusion would have been anti-dilutive. There were no anti-dilutive securities for fiscal 2021. |
Segment Data
Segment Data | 12 Months Ended |
May 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Data | Note P – Segment Data Our operations are managed principally on a products and services basis. Factors used to identify reportable segments include the nature of the products and services provided by each business, the management reporting structure, similarity of economic characteristics and certain quantitative measures, as prescribed by authoritative accounting guidance. Effective June 1, 2021, we reorganized the management structure of our Pressure Cylinders business to better align around the end markets which it served, resulting in three new operating segments: Consumer Products, Building Products and Sustainable Energy Solutions. Our Steel Processing operating segment was not impacted by these changes. A discussion of each of our reportable segments is included below. Steel Processing : This operating segment is a value-added processor of carbon flat-rolled steel, a producer of laser welded solutions and a provider of electrical steel laminations. This segment includes our three consolidated operating joint ventures: Samuel, Spartan, and TWB. It also includes WSP, which became a non-operating joint venture on October 31, 2022, when we sold the remaining net assets of the joint venture. See “Note F – Restructuring and Other (Income) Expense, Net” for additional information. Spartan operates a cold-rolled, hot-dipped coating line and TWB operates a laser welded blanking business. WSP served primarily as a toll processor and its services included slitting, blanking, cutting-to-length, laser blanking, and warehousing. Samuel operates steel pickling facilities in Ohio. Steel Processing is an intermediate processor of carbon flat-rolled steel. This operating segment’s processing capabilities include cold reducing, configured blanking, cutting-to-length, dry-lube, hot dip coating, annealing, laser welding, pickling, slitting, oscillate slitting, temper rolling, tension leveling, and non-metallic coating, including acrylic and paint coating, aluminum die casting, progressive stamping and notching, and transformer core winding and blank sheet stacking. Steel Processing sells to customers principally in the automotive, aerospace, agricultural, appliance, construction, container, energy, hardware, heavy-truck, HVAC, lawn and garden, leisure and recreation, office furniture and office equipment end markets. Steel Processing also toll processes steel for steel mills, large end-users, service centers and other processors. Toll processing is different from typical steel processing in that the mill, end-user or other party retains title to the steel and has the responsibility for selling the end product. The percentage of our consolidated net sales generated by the Steel Processing operating segment was approximately 71.1 % , 75.0 % and 64.9 % , in fiscal 2023, fiscal 2022 and fiscal 2021, respectively. Consumer Products : This operating segment consists of products in the tools, outdoor living and celebrations end markets sold under market-leading brands that include Coleman® (licensed), Bernzomatic®, Balloon Time®, Mag-Torch®, General®, Garden-Weasel®, Pactool International®, Hawkeye, Level5® and Worthington Pro Grade. These include propane-filled cylinders for torches, camping stoves and other applications, LPG cylinders, handheld torches, helium-filled balloon kits, specialized hand tools and instruments and drywall tools and instruments sold primarily to mass merchandisers, retailers and distributors. LPG cylinders, which hold fuel for barbeque grills and recreational vehicle equipment, are also sold through cylinder exchangers. The percentage of our consolidated net sales generated by the Consumer Products operating segment was approximately 14.0 % , 12.1 % and 16.5 % in fiscal 2023, fiscal 2022, and fiscal 2021, respectively. Building Products : This operating segment sells refrigerant and LPG cylinders, well water and expansion tanks, and other specialty products, which are generally sold to gas producers and distributors. Refrigerant gas cylinders are used to hold refrigerant gases for commercial, residential, and automotive air conditioning and refrigeration systems. LPG cylinders hold fuel for residential and light commercial heating systems, industrial forklifts and commercial/residential cooking (the latter, generally outside North America). Well water tanks and expansion tanks are used primarily in the residential market with certain products also sold to commercial markets. Specialty products include a variety of fire suppression tanks, chemical tanks, and foam and adhesive tanks. The percentage of our consolidated net sales generated by the Building Products operating segment was approximately 11.9 % , 10.3 % and 12.7 % in fiscal 2023, fiscal 2022, and fiscal 2021, respectively. Sustainable Energy Solutions : This operating segment, which is primarily based in Europe, sells onboard fueling systems and services, as well as gas containment solutions and services for storage, transport and distribution of industrial gases. It includes high pressure and acetylene cylinders for life support systems and alternative fuel cylinders used to hold CNG and hydrogen for automobiles, buses, and light-duty trucks. The percentage of our consolidated net sales generated by the Sustainable Energy Solutions operating segment was approximately 3.0 % , 2.5 % and 4.3 % in fiscal 2023, fiscal 2022, and fiscal 2021, respectively. Other : Divested businesses historically reported within our former Pressure Cylinders operating segment but no longer included in our management structure are presented within the “Other” category, on a historical basis, through the date of disposal. For the periods presented, these include the following: SCI (until March 2021); Oil & Gas Equipment (until January 2021); and Cryogenic Storage and Cryo-Science (until October 2020). The Other category also includes certain income and expense items not allocated to our operating segments. Prior period financial information has been revised to reflect the operating results and financial position of the new operating segments. Historical financial information presented herein reflects this change. Concurrent with the change in management structure described above, the profit measure that our Chief Operating Decision Maker (“CODM”) uses to assess segment performance and allocate resources was changed from operating income to adjusted EBIT. EBIT is calculated by adding interest expense and income tax expense to net earnings attributable to controlling interest. Adjusted EBIT excludes impairment and restructuring charges (gains), but may also exclude other items that management believes are not reflective of, and thus should not be included when evaluating, the performance of our ongoing operations. Adjusted EBIT is a non-GAAP financial measure and is used by management to evaluate operating segment performance, engage in financial and operational planning and determine incentive compensation. For the periods presented, equity income from our unconsolidated joint ventures is included in the measurement of reportable segment profit as shown in the table below. The related investment balances are included in segment net assets in the same manner. Steel Processing Consumer Products Building Products Sustainable Energy Solutions Other Serviacero Worthington N/A WAVE N/A Workhorse ClarkDietrich The accounting policies of the reportable segments are described in “Note A – Summary of Significant Accounting Policies.” Inter-segment sales are not material. The following tables present summarized financial information for our reportable segments for the past three fiscal years: 2023 (In thousands) Steel Processing Consumer Products Building Products Sustainable Energy Solutions Other Consolidated Net sales $ 3,497,896 $ 686,319 $ 586,059 $ 146,118 $ - $ 4,916,392 Capital expenditures 45,133 13,635 17,819 6,495 3,284 86,366 Depreciation and amortization 66,383 15,734 17,856 6,319 6,508 112,800 Impairment of long-lived assets 2,112 - 484 - - 2,596 Restructuring and other (income) expense, net ( 4,204 ) 213 597 - ( 1,177 ) ( 4,571 ) Separation costs - - - - 24,048 24,048 Miscellaneous income (expense), net 3,270 ( 205 ) 349 199 ( 4,840 ) ( 1,227 ) Equity in net income of unconsolidated affiliates 7,725 - 166,427 - ( 13,165 ) 160,987 Adjusted EBIT (1) 121,686 78,047 204,611 917 ( 3,199 ) 402,062 (1) Excludes the following: • Impairment of long-lived assets because they do not occur in the ordinary course of our ongoing business operations, are inherently unpredictable in timing and amount, and are non-cash, so their exclusion facilitates the comparison of historical and current financial results; • Restructuring activities such as divestitures, closing or consolidating facilities, employee severance (including rationalizing headcount or other significant changes in personnel), and realignment of existing operations (including changes to management structure in response to underlying performance and/or changing market conditions; • A non-cash settlement charge of $ 4,774 in miscellaneous income (expense), net within Other related to the pension lift-out transaction associated with the Gerstenslager Plan and described further in “Note M – Employee Pension Plans;” • A loss of $ 16,059 for the settlement of final transaction costs within Other related to the sale of our 50 % noncontrolling equity investment in ArtiFlex effective August 3, 2022; • Separation costs of $ 24,048 within Other related to direct and incremental costs incurred in connection with the anticipated Separation, including audit, advisory, and legal costs; • A pre-tax gain of $ 2,063 within Other related to a sale-leaseback transaction at Workhorse during fiscal 2023; and • Noncontrolling interest portion of impairment of long-lived assets and restructuring gains of $ 1,734 within Steel Processing. 2022 (In thousands) Steel Processing Consumer Products Building Products Sustainable Energy Solutions Other Consolidated Net sales $ 3,933,021 $ 636,478 $ 541,757 $ 130,954 $ 9 $ 5,242,219 Capital expenditures 35,898 13,375 31,064 6,445 7,818 94,600 Depreciation and amortization 55,771 10,919 18,112 6,554 7,471 98,827 Impairment of long-lived assets 3,076 - - - - 3,076 Restructuring and other income, net ( 14,480 ) - ( 35 ) ( 143 ) ( 2,438 ) ( 17,096 ) Miscellaneous income (expense), net 862 ( 76 ) 240 64 1,624 2,714 Equity in net income of unconsolidated affiliates 29,787 - 176,498 - 7,356 213,641 Adjusted EBIT (2) 203,272 94,302 216,608 ( 6,236 ) 8,564 516,510 (2) Excludes the following: • Impairment of long-lived assets because they do not occur in the ordinary course of our ongoing business operations, are inherently unpredictable in timing and amount, and are non-cash, so their exclusion facilitates the comparison of historical and current financial results; • Restructuring activities such as divestitures, closing or consolidating facilities, employee severance (including rationalizing headcount or other significant changes in personnel), and realignment of existing operations (including changes to management structure in response to underlying performance and/or changing market conditions; • Noncontrolling interest portion of impairment of long-lived assets charges and restructuring income of $ 4,785 . 2021 (In thousands) Steel Processing Consumer Products Building Products Sustainable Energy Solutions Other Consolidated Net sales $ 2,059,397 $ 523,697 $ 402,038 $ 134,890 $ 51,407 $ 3,171,429 Capital expenditures 28,306 13,334 22,705 8,652 9,181 82,178 Depreciation and amortization 40,870 10,145 17,321 6,699 12,619 87,654 Impairment of long-lived assets - 506 1,423 - 11,810 13,739 Restructuring and other expense, net 1,883 41 256 10,293 43,624 56,097 Incremental expenses related to Nikola gains - - - - 50,624 50,624 Miscellaneous income (expense), net ( 371 ) ( 512 ) 194 203 2,649 2,163 Equity in net income of unconsolidated affiliates 15,965 - 103,447 - 3,913 123,325 Adjusted EBIT (3) 208,175 74,936 117,904 4,961 ( 10,505 ) 395,471 (3) Excludes the following: • Impairment of long-lived assets because they do not occur in the ordinary course of our ongoing business operations, are inherently unpredictable in timing and amount, and are non-cash, so their exclusion facilitates the comparison of historical and current financial results; • Restructuring activities such as divestitures, closing or consolidating facilities, employee severance (including rationalizing headcount or other significant changes in personnel), and realignment of existing operations (including changes to management structure in response to underlying performance and/or changing market conditions; • Noncontrolling interest portion of restructuring expense of $ 295 ; • Gain on investment in Nikola of $ 655,102 and incremental expenses related to Nikola gains of $ 50,624 . Total assets for each of our reportable segments as of the end of the past two fiscal years were as follows: May 31, May 31, (In thousands) 2023 2022 Steel Processing $ 1,758,981 $ 2,082,522 Consumer Products 615,430 577,026 Building Products 635,650 681,188 Sustainable Energy Solutions 129,872 114,084 Other 510,985 188,203 Total Assets $ 3,650,918 $ 3,643,023 The following table presents net sales by geographic region for the past three fiscal years: (In thousands) 2023 2022 2021 North America $ 4,268,082 $ 4,937,396 $ 2,956,962 International 648,310 304,823 214,467 Total $ 4,916,392 $ 5,242,219 $ 3,171,429 The following table presents property, plant and equipment, net, by geographic region as of the end of the past two fiscal years: (In thousands) 2023 2022 North America $ 575,965 $ 595,261 International 99,689 101,079 Total $ 675,654 $ 696,340 |
Acquisitions
Acquisitions | 12 Months Ended |
May 31, 2023 | |
Business Combinations [Abstract] | |
Acquisitions | Note Q – Acquisitions Level 5 Tools, LLC (fiscal 2023) On June 2, 2022, we acquired Level5, a leading provider of drywall tools and related accessories. The total purchase price was $ 59,321 , including $ 2,000 attributed to an earnout agreement with the selling shareholders, that provides for up to an additional $ 25,000 of cash consideration should certain earnings targets be met annually through calendar year 2024. The earnout agreement also requires continued employment of a selling shareholder during the duration of the earnout period. Accordingly, payments to this key employee, to the extent earned, will be accounted for as post-combination compensation expense. As of May 31, 2023, there was no accrual recorded for anticipated payments under the second earnout period ending December 31, 2023. Level5 is being operated as part of the Consumer Products operating segment and its results have been included in our consolidated statements of earnings since the date of acquisition. Proforma results, including the acquired business since the beginning of fiscal 2022, would not be materially different from the reported results. The information included herein has been based on the preliminary allocation of the purchase price using estimates of the fair value and useful lives of the assets acquired. The purchase price allocation is subject to further adjustment until all pertinent information regarding the assets acquired is fully evaluated by us, including but not limited to, the fair value accounting. The assets acquired and liabilities assumed were recognized at their estimated acquisition-date fair values, with goodwill representing the excess of the purchase price over the fair value of the net identifiable assets acquired. In connection with the acquisition of Level5, we identified and valued the following intangible assets: Category Amount Useful Life (Years) Trade name $ 13,500 Indefinite Customer relationships 13,300 10 Technological know-how 6,500 20 Non-compete agreement 280 3 Total acquired identifiable intangible assets $ 33,580 The purchase price includes the fair values of other assets that were not identifiable, not separately recognizable under applicable accounting rules (e.g., assembled workforce) or of immaterial value. The purchase price also includes strategic and synergistic benefits (investment value) specific to us, which resulted in a purchase price in excess of the fair value of the identifiable net assets. This additional investment value resulted in goodwill which will be deductible by us for income tax purposes. The following table summarizes the consideration transferred and the estimated fair value assigned to the assets acquired and liabilities assumed at the acquisition date. These amounts reflect various preliminary fair value estimates and assumptions, including preliminary work performed by a third-party valuation specialist, and are subject to change within the measurement period as the valuation is finalized. The primary areas of preliminary purchase price allocation subject to change relate to the valuation of acquired tangible assets and liabilities, identification and valuation of residual goodwill and tax effects of acquired assets and assumed liabilities. Measurement Preliminary Period Final (In thousands) Valuation Adjustments Valuation Cash and cash equivalents $ 1,515 $ - $ 1,515 Accounts receivable 2,860 - 2,860 Inventories 9,161 - 9,161 Prepaid expenses 64 - 64 Property, plant and equipment 273 - 273 Intangible assets 33,580 - 33,580 Operating lease assets 377 - 377 Total identifiable assets 47,830 - 47,830 Accounts payable ( 3,175 ) - ( 3,175 ) Accrued expenses ( 904 ) 151 ( 753 ) Current operating lease liabilities ( 111 ) - ( 111 ) Noncurrent operating lease liabilities ( 266 ) - ( 266 ) Net identifiable assets 43,374 151 43,525 Goodwill 15,947 - 15,947 Total purchase price 59,321 151 59,472 Less: Fair value of earnout ( 2,000 ) - ( 2,000 ) Plus: Net working capital deficit 282 ( 151 ) 131 Cash purchase price $ 57,603 $ - $ 57,603 Shiloh Industries’ U.S. BlankLight® (fiscal 2022) On June 8, 2021, our Steel Processing operating segment, along with our 55 % consolidated joint venture TWB, acquired certain assets of Shiloh’s U.S. BlankLight® business. The purchase price for the acquisition was cash consideration of approximately $ 104,506 , after closing adjustments. The Shiloh business is being primarily operated by TWB and is part of the Steel Processing segment and the operating results of the Shiloh business have been included in our consolidated statements of earnings since the date of acquisition. Proforma results of the Shiloh business, including the acquired business since the beginning of fiscal 2021, would not be materially different than the reported results. Net sales and net earnings since the beginning of fiscal 2021, would not be materially different than the reported results. The acquisition consisted of three laser welding facilities that are being operated as part of our TWB joint venture and one blanking facility that is being operated as part of our core Steel Processing operations. Approximately $ 19,500 of the total goodwill relates to TWB, which will be treated as a separate reporting unit for purposes of goodwill impairment testing. The assets acquired and liabilities assumed were recognized at their estimated acquisition-date fair values, with goodwill representing the excess of the purchase price over the fair value of the net identifiable assets acquired. In connection with the acquisition of Shiloh, we identified and valued the following intangible assets: (In thousands) Category Amount Useful Life (Years) Customer relationships $ 34,500 15 - 20 Non-compete agreement 290 3 In-process research & development 1,300 Indefinite Total acquired identifiable intangible assets $ 36,090 The purchase price includes the fair values of other assets that were not identifiable, not separately recognizable under accounting rules (e.g., assembled workforce) or of immaterial value. The purchase price also includes strategic and synergistic benefits (investment value) specific to us, which resulted in a purchase price in excess of the fair value of the identifiable net assets. This additional investment value resulted in goodwill which will be deductible for income tax purposes. The following table summarizes the consideration paid and the final fair value assigned to the assets and liabilities assumed at the acquisition date. Measurement Preliminary Period Final (In thousands) Valuation Adjustments Valuation Accounts receivable $ 44,191 $ ( 496 ) $ 43,695 Inventories 13,971 1,999 15,970 Property, plant, and equipment 30,461 ( 1,104 ) 29,357 Intangible assets 34,280 1,810 36,090 Operating lease assets 59,905 - 59,905 Total identifiable assets 182,808 2,209 185,017 Accounts payable ( 44,822 ) ( 72 ) ( 44,894 ) Current operating lease liabilities ( 1,555 ) - ( 1,555 ) Noncurrent operating lease liabilities ( 58,350 ) - ( 58,350 ) Net identifiable assets 78,081 2,137 80,218 Goodwill 26,669 ( 2,381 ) 24,288 Purchase price $ 104,750 $ ( 244 ) $ 104,506 Tempel Steel Company (fiscal 2022) On December 1, 2021, our Steel Processing operating segment completed its acquisition of Tempel, a leading global manufacturer of precision motor and transformer laminations for the electrical steel market that includes transformers, machine motors and electric vehicle (EV) motors for cash consideration of $ 272,208 net of cash acquired, plus the assumption of certain long-term liabilities. The acquisition was funded primarily with cash on hand and some borrowing under our Credit Facility. Total acquisition-related expenses of $ 1,924 were incurred in fiscal 2022 . The assets acquired and liabilities assumed were recognized at their estimated acquisition-date fair values, with goodwill representing the excess of the purchase price over the fair value of the net identifiable assets acquired. In connection with the acquisition of Tempel, we identified and valued the following intangible assets: (In thousands) Category Amount Useful Life (Years) Customer relationships $ 30,000 17 Technological know how 11,000 6 - 8 Total acquired identifiable intangible assets $ 41,000 The purchase price includes the fair values of other assets that were not identifiable, not separately recognizable under accounting rules (e.g., assembled workforce) or of immaterial value. The purchase price also includes strategic and synergistic benefits (investment value) specific to us, which resulted in a purchase price in excess of the fair value of the identifiable net assets. This additional investment value resulted in goodwill which is not expected to be deductible for income tax purposes. The following table summarizes the consideration paid and the final fair value assigned to the assets and liabilities assumed at the acquisition date. Measurement Preliminary Period Final (In thousands) Valuation Adjustments Valuation Cash $ 17,098 $ - $ 17,098 Accounts receivable 88,672 801 89,473 Inventories 59,927 - 59,927 Other current assets 10,666 ( 18 ) 10,648 Property, plant and equipment 147,441 - 147,441 Intangible assets 41,000 - 41,000 Operating lease assets 4,098 - 4,098 Total identifiable assets 368,902 783 369,685 Accounts payable ( 49,777 ) - ( 49,777 ) Notes payable ( 6,270 ) - ( 6,270 ) Accrued liabilities ( 17,501 ) 64 ( 17,437 ) Current operating lease liabilities ( 1,614 ) - ( 1,614 ) Noncurrent operating lease liabilities ( 2,484 ) - ( 2,484 ) Other non-current liabilities (1) ( 40,110 ) 2,287 ( 37,823 ) Net identifiable assets 251,146 3,134 254,280 Goodwill 38,462 ( 3,436 ) 35,026 Purchase price $ 289,608 $ ( 302 ) $ 289,306 (1) Includes $ 40,160 of net pension and other postretirement benefit obligations assumed as part of the Tempel acquisition. The excess of projected benefit obligations over the fair value of the plans’ assets was recognized as a liability in accordance with ASC 715 using key inputs including, but not limited to, discount rates and expected rates of return on the plans’ assets. See “Note M - Employee Pension Plans” for additional information. Operating results of Tempel have been included in our consolidated statements of earnings since December 1, 2021, the date of acquisition. During the fiscal 2022, Tempel contributed net sales of $ 278,182 and operating income of $ 8,609 , which included acquisition-related costs of approximately $ 1,924 and incremental cost of goods sold of $ 3,820 due to the write-up of inventory to its estimated acquisition-date fair value. The following unaudited pro forma information for the past two fiscal years presents consolidated financial information as if Tempel had been acquired at the beginning of fiscal 2021. Depreciation and amortization expense included in the pro forma results reflect the acquisition-date fair values assigned to the definite-lived intangible assets and fixed assets of Tempel assuming a June 1, 2020 acquisition date. Adjustments have been made to remove acquisition-related costs and the acquisition date fair value adjustment to acquired inventories. The pro forma adjustments noted above have been adjusted for the applicable income tax impact. The pro forma information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place on June 1, 2020. 2022 2021 Net sales $ 5,841,097 $ 3,490,167 Net earnings attributable to controlling interest $ 398,361 $ 724,631 Diluted earnings per common share attributable to controlling interest $ 7.81 $ 13.44 PTEC Pressure Technology GmbH (“PTEC”) (fiscal 2021) On January 4, 2021, we acquired PTEC, a leading independent designer and manufacturer of valves and components for high pressure hydrogen and compressed natural gas storage, transport and onboard fueling systems. The PTEC business is being operated as part of the industrial products business within our Sustainable Energy Solutions operating segment. The total purchase price was $ 10,784 . In connection with this acquisition, we recognized total intangible assets of $ 9,247 , including goodwill of $ 3,785 . The remaining purchase price was primarily allocated to personal property and working capital. General Tools & Instruments Company LLC (“GTI”) (fiscal 2021) On January 29, 2021, we acquired GTI, a provider of feature-rich, specialized tools in various categories including environmental health & safety, precision measurement & layout, home repair & remodel, lawn & garden and specific purpose tools, in a stock deal for cash consideration of $ 120,388 , after adjustment for final working capital. The GTI business is being operated as part of the Consumer Products operating segment and GTI’s operating results have been included in our consolidated statements of earnings since the date of acquisition. We incurred total acquisition-related costs of $ 660 in fiscal 2021 related to the transaction. The assets acquired and liabilities assumed were recognized at their estimated acquisition-date fair values, with goodwill representing the excess of the purchase price over the fair value of the net identifiable assets acquired. In connection with the acquisition of GTI, we identified and valued the following identifiable intangible assets: (In thousands) Category Amount Useful Life (Years) Customer relationships $ 40,600 15 Trade names - indefinite lived 27,400 Indefinite Trade names - finite lived 400 9 Total acquired identifiable intangible assets $ 68,400 The purchase price included the fair values of other assets that were not identifiable, not separately recognizable under accounting rules (e.g., assembled workforce) or of immaterial value. The purchase price also included strategic and synergistic benefits (investment value) specific to us, which resulted in a purchase price in excess of the fair value of the identifiable net assets. This additional investment value resulted in goodwill. GTI had a goodwill tax basis of $ 11,052 resulting from its previous acquisitions that will be deductible by us for income tax purposes. The following table summarizes the consideration transferred and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date. Measurement Preliminary Period Final (In thousands) Valuation Adjustments Valuation Cash $ 1,633 $ - $ 1,633 Accounts receivable 16,440 ( 998 ) 15,442 Inventories 19,795 ( 16 ) 19,779 Prepaid expenses 924 ( 173 ) 751 Other current assets 97 ( 97 ) - Intangible assets 68,400 - 68,400 Property, plant, and equipment 956 - 956 Operating lease assets 5,502 - 5,502 Other assets 30 - 30 Total identifiable assets 113,777 ( 1,284 ) 112,493 Accounts payable ( 2,594 ) 40 ( 2,554 ) Accrued liabilities ( 6,006 ) 133 ( 5,873 ) Current operating lease liabilities ( 657 ) - ( 657 ) Other current liabilities ( 923 ) 758 ( 165 ) Noncurrent operating lease liabilities ( 4,845 ) - ( 4,845 ) Deferred tax liabilities ( 11,635 ) ( 147 ) ( 11,782 ) Other long-term liabilities ( 239 ) 9 ( 230 ) Net identifiable assets 86,878 ( 491 ) 86,387 Goodwill 33,714 287 34,001 Purchase price $ 120,592 $ ( 204 ) $ 120,388 Proforma results, including the acquired business since the beginning of fiscal 2019, would not be materially different than the reported results. Net sales and net earnings since the completion of the acquisition were immaterial. |
Derivative Financial Instrument
Derivative Financial Instruments and Hedging Activities | 12 Months Ended |
May 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments and Hedging Activities | Note R – Derivative Financial Instruments and Hedging Activities We utilize derivative financial instruments to primarily manage exposure to certain risks related to our ongoing operations. The primary risks managed through the use of derivative financial instruments include interest rate risk, foreign currency exchange risk and commodity price risk. While certain of our derivative financial instruments are designated as hedging instruments, we also enter into derivative financial instruments that are designed to hedge a risk, but are not designated as hedging instruments and therefore do not qualify for hedge accounting. These derivative financial instruments are adjusted to current fair value through earnings at the end of each period. Interest Rate Risk Management – We are exposed to the impact of interest rate changes. Our objective is to manage the impact of interest rate changes on cash flows and the market value of our borrowings. We utilize a mix of debt maturities along with both fixed-rate and variable-rate debt to manage changes in interest rates. In addition, we enter into interest rate swaps to further manage our exposure to interest rate variations related to our borrowings and to lower our overall borrowing costs. Foreign Currency Exchange Risk Management – We conduct business in several major international currencies and are, therefore, subject to risks associated with changing foreign currency exchange rates. We enter into various contracts that change in value as foreign currency exchange rates change to manage this exposure. Such contracts limit exposure to both favorable and unfavorable foreign currency exchange rate fluctuations. The translation of foreign currencies into U.S. dollars also subjects us to exposure related to fluctuating foreign currency exchange rates; however, derivative financial instruments are not used to manage this risk. Commodity Price Risk Management – We are exposed to changes in the price of certain commodities, including steel, natural gas, copper, zinc and other raw materials, and our utility requirements. Our objective is to reduce earnings and cash flow volatility associated with forecasted purchases and sales of these commodities to allow management to focus its attention on business operations. Accordingly, we enter into derivative financial instruments to manage the associated price risk. We are exposed to counterparty credit risk on all of our derivative financial instruments. Accordingly, we have established and maintain strict counterparty credit guidelines. We have credit support agreements in place with certain counterparties to limit our credit exposure. These agreements require either party to post cash collateral if its cumulative market position exceeds a predefined liability threshold. Amounts posted to the margin accounts accrue interest at market rates and are required to be refunded in the period in which the cumulative market position falls below the required threshold. Our net position with these counterparties fell below the predefined threshold in both fiscal 2023 and fiscal 2022. We do not have significant exposure to any one counterparty and management believes the risk of loss is remote and, in any event, would not be material. Refer to “Note S – Fair Value Measurements” for additional information regarding the accounting treatment for our derivative financial instruments, as well as how fair value is determined. The following table summarizes the fair value of our derivative financial instruments and the respective lines in which they were recorded in our consolidated balance sheet at May 31, 2023: Asset Derivatives Liability Derivatives Balance Balance Sheet Fair Sheet Fair (In thousands) Location Value Location Value Derivatives designated as hedging instruments: Commodity contracts Receivables $ 20 Accounts payable $ 6,749 Other assets 51 Other liabilities 379 71 7,128 Foreign currency exchange contracts Receivables - Accounts payable 33 - 33 Subtotals $ 71 $ 7,161 Derivatives not designated as hedging instruments: Commodity contracts Receivables $ 2,539 Accounts payable $ 8,604 Other assets - Other liabilities 35 Subtotals 2,539 8,639 Total derivative financial instruments $ 2,610 $ 15,800 The amounts in the table above reflect the fair value of our derivative financial instruments on a net basis, where allowable under master netting arrangements. Had these amounts been recognized on a gross basis, the impact would have been a $ 7,576 increase in receivables with a corresponding increase in accounts payable. The following table summarizes the fair value of our derivative financial instruments and the respective lines in which they were recorded in our consolidated balance sheet at May 31, 2022: Asset Derivatives Liability Derivatives Balance Balance Sheet Fair Sheet Fair (In thousands) Location Value Location Value Derivatives designated as hedging instruments: Commodity contracts Receivables $ 1,040 Accounts payable $ 4,517 Other assets - Other liabilities 48 1,040 4,565 Foreign currency exchange contracts Receivables - Accounts payable - Other assets - Other liabilities 17 - 17 Subtotals $ 1,040 $ 4,582 Derivatives not designated as hedging instruments: Commodity contracts Receivables $ 11,555 Accounts payable $ 4,142 Other assets 48 Other liabilities 24 11,603 4,166 Foreign currency exchange contracts Receivables - Accounts payable 255 - 255 Subtotals $ 11,603 $ 4,421 Total derivative financial instruments $ 12,643 $ 9,003 The amounts in the table above reflect the fair value of our derivative financial instruments on a net basis, where allowable under master netting arrangements. Had these amounts been recognized on a gross basis, the impact would have been a $ 6,300 increase in receivables with a corresponding increase in accounts payable. Cash Flow Hedges We enter into derivative financial instruments to hedge our exposure to changes in cash flows attributable to interest rate and commodity price fluctuations associated with certain forecasted transactions. These derivative financial instruments are designated and qualify as cash flow hedges. Accordingly, the effective portion of the gain or loss on each of these derivative financial instruments is reported as a component of OCI and reclassified into earnings in the same line associated with the forecasted transaction and in the same period during which the hedged transaction affects earnings. The ineffective portion of the gain or loss on the derivative financial instrument is recognized in earnings immediately. The following table summarizes our cash flow hedges outstanding at May 31, 2023: Notional (In thousands) Amount Maturity Date Commodity contracts $ 78,149 June 2023 - December 2024 Foreign currency exchange contracts 3,984 June 2023 - November 2023 The following table summarizes the gain (loss) recognized in OCI and the gain (loss) reclassified from AOCI into earnings for derivative financial instruments designated as cash flow hedges during fiscal 2023 and fiscal 2022: Location of Gain (Loss) Gain (Loss) Gain (Loss) Reclassified Recognized Reclassified from AOCI from AOCI (In thousands) in OCI into Net Earnings into Net Earnings For the fiscal year ended May 31, 2023: Interest rate contracts $ - Interest expense $ ( 27 ) Commodity contracts ( 23,068 ) Cost of goods sold ( 25,573 ) Foreign currency exchange contracts 195 Miscellaneous income, net 142 Totals $ ( 22,873 ) $ ( 25,458 ) For the fiscal year ended May 31, 2022: Interest rate contracts $ - Interest expense $ ( 26 ) Commodity contracts 19,148 Cost of goods sold 98,873 Foreign currency exchange contracts 27 Miscellaneous income, net 5 Totals $ 19,175 $ 98,852 The estimated net amount of the gains recognized in AOCI at May 31, 2023, expected to be reclassified into net earnings within the succeeding twelve months is not significant. This amount was computed using the fair value of the cash flow hedges at May 31, 2023, and will change before actual reclassification from other comprehensive income to net earnings during fiscal 2024. Economic (Non-designated) Hedges We enter into foreign currency exchange contracts to manage our foreign currency exchange rate exposure related to inter-company and financing transactions that do not meet the requirements for hedge accounting treatment. We also enter into certain commodity contracts that do not qualify for hedge accounting treatment. Accordingly, these derivative financial instruments are adjusted to current market value at the end of each period through earnings. The following table summarizes our economic (non-designated) derivative financial instruments outstanding at May 31, 2023: Notional (In thousands) Amount Maturity Date Commodity contracts $ 172 June 2023 - December 2024 The following table summarizes the gain (loss) recognized in earnings for economic (non-designated) derivative financial instruments during fiscal 2023 and fiscal 2022: Gain (Loss) Recognized in Earnings Fiscal Year Ended Location of Gain (Loss) May 31, (In thousands) Recognized in Earnings 2023 2022 Commodity contracts Cost of goods sold $ ( 13,125 ) $ 13,935 Foreign currency exchange contracts Miscellaneous income, net - ( 266 ) Total $ ( 13,125 ) $ 13,669 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
May 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note S – Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is an exit price concept that assumes an orderly transaction between willing market participants and is required to be based on assumptions that market participants would use in pricing an asset or a liability. Current accounting guidance establishes a three-tier fair value hierarchy as a basis for considering such assumptions and for classifying the inputs used in the valuation methodologies. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair values are as follows: Level 1 – Observable prices in active markets for identical assets and liabilities. Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the assets and liabilities, either directly or indirectly. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. Recurring Fair Value Measurements At May 31, 2023, our financial assets and liabilities measured at fair value on a recurring basis were as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In thousands) (Level 1) (Level 2) (Level 3) Totals Assets Derivative financial instruments (1) $ - $ 2,610 $ - $ 2,610 Total assets $ - $ 2,610 $ - $ 2,610 Liabilities Derivative financial instruments (1) $ - $ 15,800 $ - $ 15,800 Total liabilities $ - $ 15,800 $ - $ 15,800 (1) The fair value of our derivative financial instruments was based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “ Note R – Derivative Financial Instruments and Hedging Activities” for additional information regarding our use of derivative financial instruments. At May 31, 2022, our financial assets and liabilities measured at fair value on a recurring basis were as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In thousands) (Level 1) (Level 2) (Level 3) Totals Assets Derivative financial instruments (1) $ - $ 12,643 $ - $ 12,643 Total assets $ - $ 12,643 $ - $ 12,643 Liabilities Derivative financial instruments (1) $ - $ 9,003 $ - $ 9,003 Total liabilities $ - $ 9,003 $ - $ 9,003 (1) The fair value of our derivative financial instruments was based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “ Note R – Derivative Financial Instruments and Hedging Activities ” for additional information regarding our use of derivative financial instruments. Non-Recurring Fair Value Measurements At May 31, 2023, our assets measured at fair value on a non-recurring basis were categorized as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In thousands) (Level 1) (Level 2) (Level 3) Totals Assets Long-lived assets held for sale (1) $ - $ 2,623 $ - $ 2,623 Long-lived assets held and used (2) - 70 - 70 Total assets $ - $ 2,693 $ - $ 2,693 (1) Comprised of the following: (1) idled equipment at the manufacturing facility in Taylor, Michigan; and (2) the net assets of Samuel's toll processing facility in Cleveland, Ohio. Refer to “ Note E – Goodwill and Other Long-Lived Assets ” for additional information. (2) Comprised of certain assets associated with a capital project at our Building Products facility in Jefferson, Ohio which were written down to their estimated salvage value of $ 70 . These assets continue to be held and used. Refer to “Note E – Goodwill and Other Long-Lived Assets ” for additional information. At May 31, 2022, our assets measured at fair value on a non-recurring basis were categorized as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In thousands) (Level 1) (Level 2) (Level 3) Totals Assets Long-lived assets held for sale (1) $ - $ 700 $ - $ 700 Total assets $ - $ 700 $ - $ 700 (1) Comprised of production equipment at the Samuel facility in Twinsburg, Ohio with an es timated fair market value of $ 700 . Refer to “ Note E – Goodwill and Other Long-Lived Assets ” for additional information. The non-derivative financial instruments included in the carrying amounts of cash and cash equivalents, receivables, income taxes receivable, other assets, deferred income taxes, net, accounts payable, short-term borrowings, accrued compensation, contributions to employee benefit plans and related taxes, other accrued items, income taxes payable and other liabilities approximate fair value due to their short-term nature. The fair value of long-term debt, including current maturities, based upon models utilizing primarily market observable (Level 2) inputs and credit risk, was $ 639,948 and $ 684,830 at May 31, 2023 and 2022 , respectively. The carrying amount of long-term debt, including current maturities, was $ 689,982 and $ 696,610 at May 31, 2023 and 2022 , respectively. |
Leases
Leases | 12 Months Ended |
May 31, 2023 | |
Leases [Abstract] | |
Leases | Note T – Leases We lease office space, warehouses, vehicles, and equipment. Leases have remaining lease terms of 1 year to 37 years, some of which have renewal and termination options. Termination options are exercisable at our option. The lease terms used to recognize ROU assets and lease liabilities include periods covered by options to extend the lease where we are reasonably certain to exercise that option and periods covered by an option to terminate the lease if we are reasonably certain not to exercise that option. We determine if an arrangement meets the definition of a lease at inception. Operating lease ROU assets include any initial direct costs and prepayments less lease incentives. Lease terms include options to renew or terminate the lease when it is reasonably certain we will exercise such options. As most of our leases do not include an implicit rate, we use our collateralized incremental borrowing rate based on the information available at the lease commencement date, in determining the present value of lease payments. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of goods sold or SG&A expense depending on the underlying nature of the leased assets. We lease certain property and equipment from third parties under non-cancellable operating lease agreements. Certain lease agreements provide for payment of property taxes, maintenance and insurance by us. Under Topic 842, we elected the practical expedient to account for lease and non-lease components as a single component for all asset classes. Certain leases include variable lease payments based on usage or an index or rate. The components of lease expense for fiscal 2023 and fiscal 2022 were as follows: (In thousands) 2023 2022 Operating lease expense $ 17,234 $ 15,726 Financing lease expense: Amortization of leased assets 658 653 Interest on lease liabilities 119 124 Total financing lease expense 777 777 Short-term lease expense 4,351 2,991 Variable lease expense 572 612 Total lease expense $ 22,934 $ 20,106 Other information related to our leases, as of and for the fiscal years ended May 31, 2023 and May 31, 2022, is provided below: 2023 2022 (Dollars in thousands) Operating Leases Financing Leases Operating Leases Financing Leases Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows $ 12,393 $ 119 $ 13,514 $ 123 Financing cash flows $ - $ 54 $ - $ 101 ROU assets obtained in exchange for lease liabilities $ 16,272 $ - $ 75,986 $ 2 Weighted-average remaining lease term (in years) 12.07 36.45 13.48 37.36 Weighted-average discount rate 3.30 % 3.75 % 2.97 % 3.75 % Future minimum lease payments for non-cancelable leases having an initial or remaining term in excess of one year at May 31, 2023, were as follows: (In thousands) Operating Leases Financing Leases 2024 $ 15,709 $ 177 2025 14,377 182 2026 12,682 186 2027 11,256 186 2028 9,653 187 Thereafter 61,273 5,105 Total 124,950 6,023 Less: imputed interest ( 22,360 ) ( 2,306 ) Present value of lease liabilities $ 102,590 $ 3,717 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
May 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note U – Related Party Transactions We purchase from, and sell to, affiliated companies certain raw materials and services at prevailing market prices. Net sales to affiliated companies for fiscal 2023, fiscal 2022 and fiscal 2021 totaled $ 35,836 , $ 82,516 , and $ 41,426 , respectively. Purchases from affiliated companies for fiscal 2023, fiscal 2022 and fiscal 2021 totaled $ 2,530 , $ 12,389 , and $ 5,000 , respectively. Accounts receivable from affiliated companies were $ 3,642 and $ 3,551 at May 31, 2023 and 2022, respectively. Accounts payable to affiliated companies were $ 7 and $ 12 at May 31, 2023 and 2022 , respectively. |
Subsequent Events
Subsequent Events | 12 Months Ended |
May 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note V - Subsequent Events On June 29, 2023, we terminated the AR Facility because it was no longer needed. No early termination or other similar fees or penalties were paid in connection with the termination of the AR Facility. On July 28, 2023, we redeemed in full the 2026 Notes resulting in a loss on early extinguishment of debt of approximately $1,534, primarily related to unamortized debt issuance costs and amounts deferred in AOCI associated with an interest rate swap on the notes. The redemption price approximated the par value of debt of $243,623 plus accrued interest. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
May 31, 2023 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | WORTHINGTON INDUSTRIES, INC. AND SUBSIDIARIES SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS Description Balance at Charged Uncollectable Balance at Fiscal 2023: Deducted from asset accounts: Allowance for $ 1,292 $ 2,108 $ ( 17 ) $ 3,383 Fiscal 2022: Deducted from asset accounts: Allowance for $ 608 $ 959 $ ( 275 ) $ 1,292 Fiscal, 2021: Deducted from asset accounts: Allowance for $ 1,521 $ ( 254 ) $ ( 659 ) $ 608 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
May 31, 2023 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation: Our consolidated financial statements include the accounts of Worthington Industries and its consolidated subsidiaries. Significant intercompany accounts and transactions are eliminated. We own controlling interests in the following three joint ventures: Spartan ( 52 %), TWB ( 55 %), and Samuel ( 63 %). We also own a 51 % controlling interest in WSP, which became a non-operating joint venture on October 31, 2022, when its remaining net assets were sold. See “ Note F – Restructuring and Other (Income) Expense, Net” for additional information. These joint ventures are consolidated with the equity owned by the other joint venture members shown as noncontrolling interests in our consolidated balance sheets, and their portions of net earnings and OCI shown as net earnings or comprehensive income attributable to noncontrolling interests in our consolidated statements of earnings and comprehensive income, respectively. Investments in unconsolidated affiliates are accounted for using the equity method with our proportionate share of income or loss recognized within equity in net income of unconsolidated affiliates (“equity income”) in our consolidated statements of earnings. See further discussion of our unconsolidated affiliates in “Note D – Investments in Unconsolidated Affiliates.” The Proposed Separation of the Steel Processing Business: On September 29, 2022, we announced that the Board approved the Separation, a plan to pursue a separation into two independent, publicly-traded companies – one company, Worthington Steel, is expected to be comprised of our Steel Processing operating segment, and the other company, New Worthington, is expected to be comprised of our Consumer Products, Building Products and Sustainable Energy Solutions operating segments. We plan to effect the Separation via a distribution of common shares of Worthington Steel, which is expected to be tax-free to shareholders of Worthington Industries for U.S. federal income tax purposes. The Separation transaction is expected to be completed by early 2024, but is subject to certain conditions, including, among other things, general market conditions, finalization of the capital structure of the two companies, completion of steps necessary to qualify the Separation as a tax-free transaction, receipt of regulatory approvals and final approval from the Board. Direct and incremental costs incurred in connection with the anticipated Separation, including audit, advisory, and legal costs, are presented separately in our consolidated statements of earnings as “Separation costs.” Separation costs totaled $ 24,048 during fiscal 2023. Minority buy-out of Worthington Taylor: On May 2, 2022, we purchased the 49 % noncontrolling interest in Worthington Taylor, LLC (“Worthington Taylor”) from a subsidiary of U.S. Steel which also owns the noncontrolling interest in WSP. The purchase price for the noncontrolling interest in Worthington Taylor, the entity which owned the assets of WSP’s Taylor, Michigan facility, was $ 6,811 . As a result of this transaction, Worthington Taylor became one of our wholly-owned subsidiaries. Due to our then existing controlling interest in the assets, the transaction was accounted for within equity. |
Use of Estimates | Use of Estimates: The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents: We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. At May 31, 2023, cash and cash equivalents included cash held in banks, and short-term, highly liquid investments. Our short-term investments are measured at fair value using the net asset value per share practical expedient, and therefore, are not classified in the fair value hierarchy. Our cash held in banks is measured in the fair value hierarchy using Level 1 inputs. |
Inventories | Inventories: Inventories are valued at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method for all inventories. The assessment of net realizable value requires the use of estimates to determine cost to complete, normal profit margin and the ultimate selling price of inventory. We believe our inventories were valued appropriately as of May 31, 2023 and May 31, 2022 . |
Derivative Financial Instruments | Derivative Financial Instruments: We utilize derivative financial instruments to primarily manage exposure to certain risks related to our ongoing operations. The primary risks managed through the use of derivative financial instruments include interest rate risk, foreign currency exchange risk and commodity price risk. All derivative financial instruments are accounted for using mark-to-market accounting. The accounting for changes in the fair value of a derivative financial instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, if so, the reason for holding it. Gains and losses on fair value hedges are recognized in current period earnings in the same line as the underlying hedged item. Gains and losses on cash flow hedges are deferred as a component of accumulated other comprehensive income or loss (“AOCI”) and recognized in earnings at the time the hedged item affects earnings, in the same financial statement caption as the underlying hedged item. Classification in our consolidated statements of earnings of gains and losses related to derivative financial instruments that do not qualify for hedge accounting is determined based on the underlying intent of the instruments. Cash flows related to derivative financial instruments are generally classified as operating activities in our consolidated statements of cash flows. In order for hedging relationships to qualify for hedge accounting under current accounting guidance, we formally document each hedging relationship and its risk management objective. Derivative financial instruments are executed only with highly-rated counterparties. No credit loss is anticipated on existing instruments, and no material credit losses have been experienced to date. We monitor our positions, as well as the credit ratings of counterparties to those positions. We discontinue hedge accounting when it is determined that a derivative financial instrument is no longer highly effective in offsetting the hedged risk, expires or is sold, is terminated or is no longer designated as a hedging instrument because it is unlikely that a forecasted transaction will occur or we determine that designation as a hedging instrument is no longer appropriate. In all situations in which hedge accounting is discontinued and the derivative financial instrument is retained, we continue to carry the derivative financial instrument at its fair value on our consolidated balance sheet and recognize any subsequent changes in its fair value in net earnings immediately. When it is probable that a forecasted transaction will not occur, we discontinue hedge accounting and immediately recognize the gains and losses that were accumulated in AOCI. Refer to “Note R – Derivative Financial Instruments and Hedging Activities” for additional information regarding our consolidated balance sheet location and the risk classification of our derivative financial instruments. |
Risks and Uncertainties | Risks and Uncertainties : As of May 31, 2023 , excluding our joint ventures, we operated 28 manufacturing facilities worldwide, principally in four operating segments, which corresponded with our reportable operating segments: Steel Processing, Consumer Products, Building Products, and Sustainable Energy Solutions. We also held equity positions in seven operating joint ventures, which operated 44 manufacturing facilities worldwide, as of May 31, 2023. Our largest end market is the automotive industry, which comprised 37 % of our consolidated net sales in each of fiscal 2023, fiscal 2022, and fiscal 2021. Our international operations represented 13 % , 6 % , and 7 % of our consolidated net sales and an insignificant portion of our consolidated net earnings attributable to controlling interest in fiscal 2023, fiscal 2022, and fiscal 2021, respectively, and 10 % and of our consolidated net assets as of May 31, 2023 and May 31, 2022. As of May 31, 2023, approximately 15 % of our consolidated labor force was represented by collective bargaining units, all of which are located in jurisdictions outside of the U.S. where collective bargaining arrangements are customary. The concentration of credit risks from financial instruments related to the markets we serve is not expected to have a material adverse effect on our consolidated financial position, cash flows or future results of operations. In fiscal 2023, our largest customer accounted for approximately 12 % of our consolidated net sales, and our ten largest customers accounted for approximately 34 % of our consolidated net sales. In fiscal 2022, our largest customer accounted for slightly less than 13 % of our consolidated net sales, and our ten largest customers accounted for approximately 34 % of our consolidated net sales. A significant loss of, or decrease in, business from any of these customers could have an adverse effect on our consolidated net sales and financial results if we were not able to obtain replacement business. Also, due to consolidation within the industries we serve, including the construction, automotive and retail industries, our sales may be increasingly sensitive to deterioration in the financial condition of, or other adverse developments with respect to, one or more of our largest customers. Our principal raw material is flat-rolled steel, which we purchase from multiple primary steel producers. The steel industry as a whole has been cyclical, and at times availability and pricing can be volatile due to a number of factors beyond our control. This volatility can significantly affect our steel costs. In an environment of increasing prices for steel and other raw materials, in general, competitive conditions or contractual obligations may impact how much of the price increases we can pass on to our customers. To the extent we are unable to pass on future price increases in our raw materials to our customers, our financial results could be adversely affected. Also, if steel prices decrease, in general, competitive conditions or contractual obligations may impact how quickly we must reduce our prices to our customers, and we could be forced to use higher-priced raw materials to complete orders for which the selling prices have decreased, which results in inventory holding losses. Declining steel prices could also require us to write-down the value of our inventories to reflect current net realizable value. Further, the number of suppliers has decreased in recent years due to industry consolidation and the financial difficulties of certain suppliers, and consolidation may continue. Accordingly, if delivery from a major steel supplier is disrupted, it may be more difficult to obtain an alternative supply than in the past. |
Receivables | Receivables: We review our receivables on an ongoing basis to ensure that they are properly valued and collectible. With the adoption of Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , as discussed further below in “Recently Adopted Accounting Standards”, expected lifetime credit losses on receivables are recognized at the time of origination. We estimate the allowance for credit losses based on the expected future credit losses using the internal historical loss information and observable and forecasted macroeconomic data. The allowance for doubtful accounts is used to record the estimated risk of loss related to our customers’ inability to pay. This allowance is maintained at a level that we consider appropriate based on factors that affect collectability, such as the financial health of our customers, historical trends of charge-offs and recoveries and current economic and market conditions. As we monitor our receivables, we identify customers that may have payment problems, and we adjust the allowance accordingly, with the offset to SG&A expense. Account balances are charged off against the allowance when recovery is considered remote. The allowance for doubtful accounts increased $ 2,091 during fiscal 2023 to $ 3,383 . While we believe our allowance for doubtful accounts is adequate, changes in economic conditions, the financial health of customers and bankruptcy settlements could impact our future earnings. If the economic environment and market conditions deteriorate, particularly in the automotive and construction end markets where our exposure is greatest, additional reserves may be required. |
Property and Depreciation | Property and Depreciation: Property, plant and equipment are carried at cost and depreciated using the straight-line method. Buildings and improvements are depreciated over 10 to 40 years and machinery and equipment over 3 to 20 years . Depreciation expense was $ 93,961 , $ 83,272 and $ 74,779 during fiscal 2023, fiscal 2022 and fiscal 2021 , respectively. Accelerated depreciation methods are used for income tax purposes. |
Goodwill and Other Long-Lived Assets | Goodwill and Other Long-Lived Assets: We use the purchase method of accounting for all business combinations and recognize amortizable and indefinite-lived intangible assets separately from goodwill. The acquired assets and assumed liabilities in an acquisition are measured and recognized based on their estimated fair values at the date of acquisition, with goodwill representing the excess of the purchase price over the fair value of the identifiable net assets. A bargain purchase may occur, wherein the fair value of identifiable net assets exceeds the purchase price, and a gain is then recognized in the amount of that excess. Goodwill and intangible assets with indefinite lives are not amortized, but instead are tested for impairment annually, during the fourth quarter of each fiscal year, or more frequently if events or changes in circumstances indicate that impairment may be present. Application of goodwill impairment testing involves judgment, including but not limited to, the identification of reporting units and estimation of the fair value of each reporting unit. A reporting unit is defined as an operating segment or one level below an operating segment. With the exception of Steel Processing, we test goodwill at the operating segment level as we have determined that the characteristics of the reporting units within each operating segment are similar and allow for their aggregation in accordance with the applicable accounting guidance. Steel Processing is comprised of three reporting units: Flat Rolled Steel Processing, Electrical Steel and Laser Welding. Refer to “Note E – Goodwill and Other Long-Lived Assets” for additional information on the goodwill impairment. For goodwill and indefinite-lived intangible assets, we test for impairment by first evaluating qualitative factors including macroeconomic conditions, industry and market considerations, cost factors, and overall financial performance. If there are no potential impairments raised from this evaluation, no further testing is performed. If, however, our qualitative analysis indicates it is more likely than not that the fair value is less than the carrying amount, a quantitative analysis is performed. The quantitative analysis compares the fair value of each reporting unit or indefinite-lived intangible asset to the related carrying amount, and an impairment loss is recognized in our consolidated statements of earnings equivalent to the excess of the carrying amount over the fair value. Fair value is determined based on discounted cash flows or appraised values, as appropriate. Our policy is to perform a quantitative analysis of each reporting unit at least every three to five years. We performed our annual impairment evaluation of goodwill and other indefinite-lived intangible assets during the fourth quarter of fiscal 2023 and concluded that no impairment indicators were present. We review the carrying value of our long-lived assets, including intangible assets with finite useful lives, for impairment whenever events or changes in circumstances indicate that the carrying value of an asset or asset group may not be recoverable. Impairment testing involves a comparison of the sum of the undiscounted future cash flows of the asset or asset group to its respective carrying amount. If the sum of the undiscounted future cash flows exceeds the carrying amount, then no impairment exists. If the carrying amount exceeds the sum of the undiscounted future cash flows, then a second step is performed to determine the amount of impairment, if any, to be recognized. The impairment loss recognized is equal to the amount that the carrying value of the asset or asset group exceeds its fair value. Long-lived assets held for sale are reported at the lower of cost or fair value less costs to sell and are recorded in a single line in our consolidated balance sheets. We classify assets as held for sale if we commit to a plan to sell the assets within one year and actively market the assets in their current condition for a price that is reasonable in comparison to their estimated fair value. Our impairment testing for both goodwill and other long-lived assets, including intangible assets with finite useful lives, is largely based on cash flow models that require significant judgment and require assumptions about future volume trends, revenue and expense growth rates; and, in addition, external factors such as changes in economic trends and cost of capital. Significant changes in any of these assumptions could impact the outcomes of the tests performed. See “Note E – Goodwill and Other Long-Lived Assets” for additional details regarding these assets and related impairment testing. |
Equity Method Investments | Equity method investments: Investments in affiliated companies that we do not control, either through majority ownership or otherwise, are accounted for using the equity method. We review our equity method investments for impairment whenever events or changes in circumstances indicate that the carrying value of the investment might not be recoverable. Events and circumstances can include, but are not limited to: evidence we do not have the ability to recover the carrying value; the inability of the investee to sustain earnings; the current fair value of the investment is less than the carrying value; and other investors cease to provide support or reduce their financial commitment to the investee. If the fair value of the investment is less than the carrying value, and the fair value of the investment will not recover in the near term, then other-than-temporary impairment may exist. When the loss in value of an investment is determined to be other-than-temporary, we recognize an impairment in the period the conclusion is made. |
Strategic Investments | Strategic Investments: From time to time, we may make investments in both privately and publicly held equity securities in which we do not have a controlling interest or significant influence. These investments are recorded at fair market value with changes in fair market value recognized in net earnings below operating income. We elected to record equity securities without readily determinable fair values at cost, less impairment, plus or minus subsequent adjustments for observable price changes in orderly transactions for the identical or a similar investment of the same issuer. |
Leases | Leases: On June 1, 2019, we adopted the lease accounting standard under U.S. GAAP, ASU 2016-02, Leases (Topic 842) (“Topic 842”) using the modified retrospective approach. Under Topic 842, leases are categorized as operating or financing leases at inception. Lease assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease right of use (“ROU”) assets include any initial direct costs and prepayments less lease incentives. Lease terms include options to renew or terminate the lease when it is reasonably certain that we will exercise such options. As most of our leases do not include an implicit rate, we use our collateralized incremental borrowing rate based on the information available at the lease commencement date, in determining the present value of lease payments. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of goods sold or SG&A expense depending on the underlying nature of the leased assets. For operating leases with variable payments dependent upon an index or rate that commenced subsequent to adoption of Topic 842, we apply the active index or rate as of the lease commencement date. Variable lease payments not based on an index or rate are not included in the operating lease liability as they cannot be reasonably estimated and are recognized in the period in which the obligation for those payments is incurred. Leases with a term of twelve months or less upon the commencement date are considered short-term leases, are not included on our consolidated balance sheets and are expensed on a straight-line basis over the lease term. Refer to “Note T – Leases” for additional information on the adoption and impact of Topic 842. |
Stock-Based Compensation | Stock-Based Compensation: At May 31, 2023, we had stock-based compensation plans for our employees as well as our non-employee directors as described more fully in “Note L – Stock-Based Compensation.” All share-based awards, including grants of stock options and restricted common shares, are recorded as expense in our consolidated statements of earnings over the vesting period based on their grant date fair values. Forfeitures are recognized as they occur. |
Revenue Recognition | Revenue Recognition : Revenue is recognized in accordance with U.S. GAAP, ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (“Topic 606”). Under this accounting guidance, we recognize revenue upon transfer of control of promised goods or services to customers in an amount that reflects the consideration we expect to receive for those goods or services, including any variable consideration. Returns and allowances are used to record estimates of returns or other allowances resulting from quality, delivery, discounts or other issues and are estimated based on historical trends and current market conditions, with the offset to net sales. Shipping and handling costs charged to customers are treated as fulfillment activities and are recorded in both net sales and cost of goods sold at the time control is transferred to the customer. Due to the short-term nature of our contracts with customers, we have elected to apply the practical expedients under Topic 606 to: (1) expense as incurred, incremental costs of obtaining a contract; and (2) not adjust the consideration for the effects of a significant financing component for contracts with an original expected duration of one year or less. When we satisfy (or partially satisfy) a performance obligation, prior to being able to invoice the customer, we recognize an unbilled receivable when the right to consideration is unconditional and a contract asset when the right to consideration is conditional. Unbilled receivables and contract assets are included in receivables and prepaid expenses and other current assets, respectively, on our consolidated balance sheets. Additionally, we do not maintain contract liability balances, as performance obligations are satisfied prior to customer payment for product. Payments from customers are generally due within 30 to 60 days of invoicing, which generally occurs upon shipment or delivery of the goods. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that we collect from a customer, are excluded from revenue. Certain contracts with customers include warranties associated with the delivered goods or services. These warranties are not considered to be separate performance obligations, and accordingly, we record an estimated liability for potential warranty costs as the goods or services are transferred. With the exception of toll processing revenue in Steel Processing, we recognize revenue at the point in time the performance obligation is satisfied and control of the product is transferred to the customer upon shipment or delivery. Generally, we receive and acknowledge purchase orders from our customers, which define the quantity, pricing, payment and other applicable terms and conditions. In some cases, we receive a blanket purchase order from our customers, which includes pricing, payment and other terms and conditions, with quantities defined at the time each customer subsequently issues periodic releases against the blanket purchase order. Toll processing revenues are recognized over time and are primarily measured using the cost-to-cost method, which we believe best depicts the transfer of control to the customer. Under the cost-to-cost method, the extent of progress towards completion is measured based on the ratio of actual costs incurred to the total estimated costs expected upon satisfying the identified performance obligation. Revenues are recorded proportionally as costs are incurred. We have elected to not disclose the value of unsatisfied performance obligations for contracts with an original expected duration of one year or less. Certain contracts contain variable consideration, which is not constrained, and primarily include estimated sales returns, customer rebates, and sales discounts which are recorded on an expected value basis. These estimates are based on historical returns, analysis of credit memo data and other known factors. We account for rebates by recording reductions to revenue for rebates in the same period the related revenue is recorded. The amount of these reductions is based upon the terms agreed to with the customer. We do not exercise significant judgments in determining the timing of satisfaction of performance obligations or the transaction price. Refer to “Note B – Revenue Recognition” for additional information. |
Advertising Expense | A dvertising Expense: Advertising costs are expensed to SG&A as incurred. Advertising expense was $ 29,537 , $ 21,613 , and $ 17,462 for fiscal 2023, fiscal 2022 and fiscal 2021, respectively . |
Income Taxes | Income Taxes: We account for income taxes using the asset and liability method. The asset and liability method requires the recognition of deferred tax assets and liabilities for expected future tax consequences of temporary differences that currently exist between the tax basis and the financial reporting basis of our assets and liabilities. We evaluate the deferred tax assets to determine whether it is more likely than not that all, or a portion, of the deferred tax assets will not be realized and provide a valuation allowance as appropriate. Tax benefits from uncertain tax positions that are recognized in our consolidated financial statements are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. We have reserves for income taxes and associated interest and penalties that may become payable in future years as a result of audits by taxing authorities. It is our policy to record these in income tax expense. While we believe the positions taken on previously filed tax returns are appropriate, we have established the tax and interest/penalties reserves in recognition that various taxing authorities may challenge our positions. These reserves are analyzed periodically, and adjustments are made as events occur to warrant adjustment to the reserves, such as lapsing of applicable statutes of limitations, conclusion of tax audits, additional exposure based on current calculations, identification of new issues and release of administrative guidance or court decisions affecting a particular tax issue. |
Employee Pension Plans | Employee Pension Plans : Defined benefit pension and other post-employment benefit (“OPEB”) plan obligations are remeasured at least annually as of May 31 based on the present value of projected future benefit payments for all participants for services rendered to date. The measurement of projected future benefits is dependent on the provisions of each specific plan, demographics of the group covered by the plan, and other key measurement assumptions. Net periodic benefit costs, including service cost, interest cost, and expected return on assets, are determined using assumptions regarding the benefit obligation and the fair value of plan assets as of the beginning of each year. The funded status of the benefit plans, which represents the difference between the benefit obligation and the fair value of plan assets, is calculated on a plan-by-plan basis. The benefit obligation and related funded status are determined using assumptions as of the end of each year. Net periodic benefit cost is included in other income (expense) in our consolidated statements of earnings, except for the service cost component, which is recorded in SG&A expense. Refer to “Note M – Employee Pension Plans” for additional information. |
Business Combinations | Business Combinations: We account for business combinations using the acquisition method of accounting, which requires that once control is obtained, all the assets acquired and liabilities assumed are recorded at their respective fair values at the date of acquisition. The determination of fair values of identifiable assets and liabilities requires significant judgments and estimates and the use of valuation techniques when market value is not readily available. For the valuation of intangible assets acquired in a business combination, we typically use an income approach. The purchase price allocated to the intangible assets is based on unobservable assumptions, inputs and estimates, including but not limited to, forecasted revenue growth rates, projected expenses, discount rates, customer attrition rates, royalty rates, and useful lives, among others. The excess of the purchase price over the fair values of identifiable assets acquired and liabilities assumed is recorded as goodwill. During the measurement period, which is up to one year from the acquisition date, we may record adjustments to the fair value of assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. |
Self-Insurance Reserves | Self-Insurance Reserves: We self-insure most of our risks for product liability, product recall, cyber liability and pollution liability. We also self-insure a significant portion of our potential liability for workers’ compensation, general liability, property liability, automobile liability and employee medical claims. However, in order to reduce risk and better manage our overall loss exposure for these liabilities, we purchase stop-loss insurance that covers individual claims in excess of the deductible amounts. We also maintain reserves for the estimated cost to resolve certain open claims that have been made against us (which may include active product recall or replacement programs), as well as an estimate of the cost of claims that have been incurred but not reported. These estimates are based on actuarial valuations that take into consideration the historical average claim volume, the average cost for settled claims, current trends in claim costs, changes in our business and workforce, general economic factors and other assumptions believed to be reasonable under the circumstances. The estimated reserves for these liabilities could be affected if future occurrences and claims differ from the assumptions used and historical trends. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Sta ndards: On June 1, 2021, we adopted ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which simplifies the accounting for income taxes, eliminates certain exceptions within Topic 740 and clarifies certain aspects of the current guidance to promote consistency among reporting entities. The adoption of the accounting standard did not have a material impact on our consolidated financial position, results of operations, or cash flows. On June 1, 2020, we adopted ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments and additional related ASUs which introduced an expected credit loss model for impairment of financial assets measured at amortized cost, including trade receivables. The model replaces the probable, incurred loss model for those assets and broadens the information an entity must consider when developing its expected credit loss estimate for assets measured at amortized cost. The adoption of the accounting standard did not have a material impact on our consolidated financial position, results of operations or cash flows. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
May 31, 2023 | |
Accounting Policies [Abstract] | |
Supplemental Cash Flow Information | Supplemental cash flow information was as follows for the prior three fiscal years: (In thousands) 2023 2022 2021 Interest paid, net of amount capitalized $ 29,272 $ 29,700 $ 29,080 Income taxes paid, net of refunds $ 65,910 $ 118,799 $ 160,847 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
May 31, 2023 | |
Disaggregation Of Revenue [Line Items] | |
Revenue by Product Class and Over Time | The following table summarizes net sales by product class for fiscal 2023, fiscal 2022 and fiscal 2021: (In thousands) 2023 2022 2021 Steel Processing Direct $ 3,357,115 $ 3,788,289 $ 1,927,418 Toll 140,781 144,732 131,979 Subtotal 3,497,896 3,933,021 2,059,397 Consumer Products 686,319 636,478 523,697 Building Products 586,059 541,757 402,038 Sustainable Energy Solutions 146,118 130,954 134,890 Other Oil & Gas Equipment - - 20,950 Engineered Cabs - - 1,058 Other - 9 29,399 Subtotal - 9 51,407 Total $ 4,916,392 $ 5,242,219 $ 3,171,429 |
Summary of Unbilled Receivable and Contract Assets | The following table summarizes the unbilled receivables at the end of fiscal 2023 and fiscal 2022. (In thousands) Balance Sheet Classification 2023 2022 Unbilled receivables Receivables $ 3,708 $ 5,001 |
Over time revenue | |
Disaggregation Of Revenue [Line Items] | |
Revenue by Product Class and Over Time | The following table summarizes the revenue that has been recognized over time for fiscal 2023, fiscal 2022 and fiscal 2021: (In thousands) 2023 2022 2021 Steel Processing - toll $ 140,781 $ 144,732 $ 131,979 Other - certain oil & gas contracts - - 15,666 Total over time revenue $ 140,781 $ 144,732 $ 147,645 |
Investments in Unconsolidated_2
Investments in Unconsolidated Affiliates (Tables) | 12 Months Ended |
May 31, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Financial Information | The following table presents combined information regarding the financial position of our unconsolidated affiliates accounted for using the equity method as of May 31: (In thousands) 2023 2022 Cash and cash equivalents $ 49,185 $ 68,563 Other current assets 899,913 1,148,029 Noncurrent assets 394,468 369,608 Total assets (1) $ 1,343,566 $ 1,586,200 Current liabilities $ 247,796 $ 345,097 Short-term borrowings - 5,943 Current maturities of long-term debt 36,936 33,054 Long-term debt 349,215 306,814 Other noncurrent liabilities 144,649 76,437 Equity 564,970 818,855 Total liabilities and equity (1) $ 1,343,566 $ 1,586,200 (1) Effective January 1, 2022, Workhorse adopted Topic 842 using the alternative transition method. As a result of the adoption, Workhorse recognized operating lease ROU assets of $ 47,082 and lease liabilities of $ 47,082 . The adoption resulted in a cumulative-effect adjustment of $ 18,000 related to a prior sale lease-back transaction recognized under Accounting Standards Codification Topic 840. Our portion of this cumulative effect adjustment was $ 3,600 and is recognized in retained earnings on our consolidated balance sheet as of May 31, 2023. The impact of adopting ASC 842 did not have a significant impact on the financial statements of our other unconsolidated affiliates. The following tables presents summarized financial information for our unconsolidated affiliates as of, and for the fiscal years ended May 31. (In thousands) 2023 2022 2021 Net sales WAVE $ 447,369 $ 452,368 $ 371,814 ClarkDietrich 1,451,665 1,695,808 893,371 Serviacero Worthington 564,569 620,312 311,543 ArtiFlex (1) 52,641 187,089 144,834 Workhorse 364,396 313,265 196,915 Total net sales $ 2,880,640 $ 3,268,842 $ 1,918,477 (In thousands) 2023 2022 2021 Gross margin WAVE $ 242,257 $ 238,523 $ 215,692 ClarkDietrich 403,569 431,070 158,074 Serviacero Worthington 21,503 96,918 51,253 ArtiFlex (1) 8,589 30,633 20,596 Workhorse 17,628 11,455 ( 7,057 ) Total gross margin $ 693,546 $ 808,599 $ 438,558 (In thousands) 2023 2022 2021 Operating income (loss) WAVE $ 184,882 $ 183,545 $ 165,381 ClarkDietrich 318,914 351,583 94,888 Serviacero Worthington 10,387 87,342 43,075 ArtiFlex (1) 4,911 15,778 9,628 Workhorse 7,507 ( 2,024 ) ( 2,372 ) Total operating income $ 526,601 $ 636,224 $ 310,600 (In thousands) 2023 2022 2021 Depreciation and amortization WAVE $ 4,679 $ 4,554 $ 4,073 ClarkDietrich 13,717 10,946 11,917 Serviacero Worthington 4,030 4,300 4,305 ArtiFlex (1) 1,444 5,708 5,728 Workhorse 10,386 6,586 8,965 Total depreciation and amortization $ 34,256 $ 32,094 $ 34,988 (In thousands) 2023 2022 2021 Interest expense WAVE $ 13,024 $ 8,386 $ 8,909 ClarkDietrich 524 308 101 Serviacero Worthington 329 180 42 ArtiFlex (1) 134 340 528 Workhorse 2,507 1,228 2,704 Total interest expense $ 16,518 $ 10,442 $ 12,284 (In thousands) 2023 2022 2021 Income tax expense (benefit) WAVE $ 222 $ 158 $ 200 ClarkDietrich 1,924 - - Serviacero Worthington ( 2,996 ) 25,079 11,341 ArtiFlex (1) 59 258 149 Workhorse 1,802 1,244 270 Total income tax expense $ 1,011 $ 26,739 $ 11,960 (In thousands) 2023 2022 2021 Net earnings (loss) WAVE $ 171,687 $ 175,154 $ 156,869 ClarkDietrich 321,977 356,288 98,313 Serviacero Worthington 15,451 59,565 31,865 ArtiFlex (1) 4,717 15,180 8,950 Workhorse 2,673 ( 1,170 ) ( 2,811 ) Total net earnings $ 516,505 $ 605,017 $ 293,186 (1) On August 3, 2022, we sold our 50 % noncontrolling equity interest in ArtiFlex. |
Goodwill and Other Long-Lived_2
Goodwill and Other Long-Lived Assets (Tables) | 12 Months Ended |
May 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Carrying Amount of Goodwill | The following table summarizes the changes in the carrying amount of goodwill during fiscal 2023 and fiscal 2022 by reportable operating segment: (In thousands) Steel Consumer Products (1) Building (1) Sustainable (1) Total Balance at May 31, 2021 $ 20,218 $ 240,941 $ 72,273 $ 17,624 $ 351,056 Acquisitions and purchase accounting adjustments (2) 60,115 432 - - 60,547 Translation adjustments ( 300 ) - ( 6,865 ) ( 2,969 ) ( 10,134 ) Balance at May 31, 2022 80,033 241,373 65,408 14,655 401,469 Acquisitions and purchase accounting adjustments (2) ( 801 ) 15,947 - - 15,146 Translation adjustments ( 590 ) - ( 195 ) ( 1,010 ) ( 1,795 ) Balance at May 31, 2023 $ 78,642 $ 257,320 $ 65,213 $ 13,645 $ 414,820 (1) In connection with the realignment of the our legacy Pressure Cylinders business, as discussed further in “ Note P - Segment Data ”, the goodwill of our legacy Pressure Cylinders business unit was allocated to the new reporting units on a relative fair value basis. (2) For additional information regarding our acquisitions, refer to “Note Q - Acquisitions.” |
Summary of Other Intangible Assets by Class | The following table summarizes other intangible assets by class as of the end of the prior two fiscal years: 2023 2022 Accumulated Accumulated (In thousands) Cost Amortization Cost Amortization Indefinite-lived intangible assets: Trademarks $ 113,401 $ - $ 99,901 $ - In-process research & development 1,300 - 1,300 - Total indefinite-lived intangible assets 114,701 - 101,201 - Definite-lived intangible assets: Customer relationships $ 271,831 $ 98,295 $ 258,647 $ 83,776 Non-compete agreements 4,668 4,385 4,388 4,195 Technology/know-how 30,418 7,669 23,924 5,088 Other 4,810 1,853 4,830 914 Total definite-lived intangible assets 311,727 112,202 291,789 93,973 Total intangible assets $ 426,428 $ 112,202 $ 392,990 $ 93,973 |
Estimated Amortization Expense | Amortization expense for each of the next five fiscal years is estimated to be: (In thousands) 2024 $ 17,937 2025 $ 17,661 2026 $ 17,282 2027 $ 16,756 2028 $ 16,438 |
Restructuring and Other (Inco_2
Restructuring and Other (Income) Expense, Net (Tables) | 12 Months Ended |
May 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Progression of Liabilities Associated with Restructuring Activities, Combined with Reconciliation to Restructuring and Other Income, Net | A progression of the liabilities associated with our restructuring activities, combined with a reconciliation to the restructuring and other income, net financial statement caption in our consolidated statement of earnings for fiscal 2023, is summarized below: Beginning Expense Ending (In thousands) Balance (Income) Payments Adjustments Balance Early retirement and severance $ 541 $ 895 $ ( 1,301 ) $ - $ 135 Net gain on sale of assets ( 5,466 ) Restructuring and other income, net $ ( 4,571 ) During fiscal 2023, the following actions were taken related to our restructuring activities: • On June 14, 2022, we sold real property in Tulsa, Oklahoma, for net cash proceeds of $ 5,775 , resulting in a pre-tax gain of $ 1,177 . These assets had been excluded from the sale of our former oil & gas equipment business in January 2021. The assets were classified as assets held for sale on our consolidated balance sheets immediately prior to the closing of the sale. • On October 31, 2022, our consolidated steel processing joint venture, WSP, sold its remaining manufacturing facility, located in Jackson, Michigan. Net cash proceeds of $ 21,277 were realized in connection with the transaction, of which $ 2,000 is being held in escrow for contingent indemnification obligations associated with general representations and warranties. The transaction resulted in a pre-tax gain of $ 3,926 . The assets had a net book value of $ 14,263 and were classified as assets held for sale on our consolidated balance sheet as of May 31, 2022. The total liability as of May 31, 2023 is expected to be paid in the immediately following twelve months. A progression of the liabilities associated with our restructuring activities, combined with a reconciliation to the restructuring and other income, net financial statement caption in our consolidated statement of earnings for fiscal 2022, is summarized below: Beginning Expense Ending (In thousands) Balance (Income) Payments Adjustments Balance Early retirement and severance $ 771 $ 4 $ ( 368 ) $ 134 $ 541 Facility exit and other costs 449 ( 449 ) - - - $ 1,220 ( 445 ) $ ( 368 ) $ 134 $ 541 Net gain on sale of assets ( 15,794 ) Gain on lease buyout ( 857 ) Restructuring and other income, net $ ( 17,096 ) During fiscal 2022, the following actions were taken related to our restructuring activities: • On June 9, 2021, our consolidated joint venture, WSP, sold the remaining assets of its Canton, Michigan, facility with a net book value of $ 7,606 for net cash proceeds of $ 19,850 , resulting in a pre-tax gain of $ 12,244 . • During fiscal 2022, we sold real property in Wooster, Ohio and Bremen, Ohio, for combined net cash proceeds of $ 8,723 , resulting in aggregate pre-tax gains of $ 860 . These assets were excluded from the sale of our former oil & gas equipment business in January 2021. The combined net book value classified as assets held for sale immediately prior to closing was $ 7,863 . • We completed our exit of the Decatur, Alabama Steel Processing facility and sold the remaining fixed assets with a net book value of $ 1,366 for net cash proceeds of $ 4,000 resulting in a pre-tax gain of $ 2,634 . • On September 10, 2021, we executed an agreement to buy out the remaining term of the operating lease at our fabricated products facility in Stow, Ohio, for $ 1,100 , resulting in a pre-tax gain of $ 857 . This facility was retained in connection with the divestiture of our former Engineered Cabs business and had not been operational since June 2020. All of the other assets of our former Engineered Cabs business that were retained were sold or otherwise written-off prior to fiscal 2022. |
Debt and Receivables Securiti_2
Debt and Receivables Securitization (Tables) | 12 Months Ended |
May 31, 2023 | |
Debt Disclosure [Abstract] | |
Summary of Long-term Debt and Short-term Borrowings Outstanding | The following table summarizes our long-term debt and short-term borrowings outstanding at May 31, 2023 and 2022: (In thousands) 2023 2022 Short-term borrowings $ 2,813 $ 47,997 4.60 % senior notes due August 10, 2024 150,000 150,000 4.55 % senior notes due April 15, 2026 243,623 250,000 4.30 % senior notes due August 1, 2032 200,000 200,000 1.56 % Series A senior note due August 23, 2031 39,226 39,382 1.90 % Series B senior notes due August 23, 2034 58,786 59,019 Other 528 795 Total debt 694,976 747,193 Unamortized discount and debt issuance costs ( 2,181 ) ( 2,586 ) Total debt, net 692,795 744,607 Less: current maturities and short-term borrowings 3,077 48,262 Total long-term debt $ 689,718 $ 696,345 |
Maturities of Long-term Debt and Short-term Borrowings | Maturities of long-term debt and short-term borrowings in the next five fiscal years, and the remaining years thereafter, are as follows: (In thousands) 2024 $ 3,077 2025 150,264 2026 243,623 2027 - 2028 - Thereafter 298,012 Total $ 694,976 |
Comprehensive Income (Loss) (Ta
Comprehensive Income (Loss) (Tables) | 12 Months Ended |
May 31, 2023 | |
Equity [Abstract] | |
Summary of Tax Effects of Each Component of Other Comprehensive Income (Loss) | The following table summarizes the tax effects of each component of other comprehensive income (loss) for the prior three fiscal years: 2023 2022 2021 (In thousands) Before- Tax Net-of- Before- Tax Net-of- Before- Tax Net-of- Foreign currency translation $ ( 6,774 ) $ ( 39 ) $ ( 6,813 ) $ ( 15,808 ) $ ( 1,281 ) $ ( 17,089 ) $ 9,958 $ 963 $ 10,921 Pension liability adjustment 5,915 ( 1,401 ) 4,514 12,647 ( 2,936 ) 9,711 7,684 ( 1,753 ) 5,931 Cash flow hedges 2,585 ( 615 ) 1,970 ( 79,677 ) 18,818 ( 60,859 ) 83,434 ( 19,682 ) 63,752 Other comprehensive income (loss) $ 1,726 $ ( 2,055 ) $ ( 329 ) $ ( 82,838 ) $ 14,601 $ ( 68,237 ) $ 101,076 $ ( 20,472 ) $ 80,604 |
Components of Changes in AOCI | he components of the changes in AOCI at the end of the prior three fiscal years were as follows: Accumulated Foreign Pension Cash Other Currency Liability Flow Comprehensive (In thousands) Translation Adjustment Hedges Income (Loss) Balance at May 31, 2021 $ 1,779 $ ( 15,955 ) $ 59,563 $ 45,387 Other comprehensive income (loss) before reclassifications ( 15,808 ) 12,101 19,175 15,468 Reclassification adjustments to income (a) - 546 ( 98,852 ) ( 98,306 ) Income tax effect ( 1,281 ) ( 2,936 ) 18,818 14,601 Balance at May 31, 2022 $ ( 15,310 ) $ ( 6,244 ) $ ( 1,296 ) $ ( 22,850 ) Other comprehensive income (loss) before reclassifications ( 6,774 ) 559 ( 22,873 ) ( 29,088 ) Reclassification adjustments to income (a) - 5,356 25,458 30,814 Income tax effect ( 39 ) ( 1,401 ) ( 615 ) ( 2,055 ) Balance at May 31, 2023 $ ( 22,123 ) $ ( 1,730 ) $ 674 $ ( 23,179 ) (a) The statement of earnings classification of amounts reclassified to net income include: (1) Pension liability adjustment – As disclosed in “Note M – Employee Pension Plans”, includes a reclassification adjustment of $ 4,774 related to the pension lift-out transaction to transfer a portion of the total projected benefit obligation of the Gerstenslager Company Bargaining Unit Employees’ Pension Plan to a third-party insurance company. As a result of this transaction: 1) we incurred a non-cash settlement charge of $ 4,774 recorded in miscellaneous income (expense), net in the consolidated statement of earnings; 2) we were relieved of all responsibility for these pension obligations; and 3) the insurance company is now required to pay and administer the retirement benefits owed to 220 beneficiaries; and (2) Cash flow hedges – disclosed in “Note R – Derivative Financial Instruments and Hedging Activities. ” |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
May 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Non-qualified Stock Options Granted | The table below sets forth the non-qualified stock options granted during each of the last three fiscal years. For each grant, the exercise price was equal to the closing market price of the underlying common shares at the respective grant date. The fair values of these stock options were based on the Black-Scholes option pricing model, calculated at the respective grant dates. The calculated pre-tax stock-based compensation expense for these stock options will be recognized on a straight-line basis over the three-year vesting period of the stock options. (In thousands, except per common share amounts) 2023 2022 2021 Granted 84 55 116 Weighted average exercise price, per common share $ 46.39 $ 60.19 $ 36.93 Weighted average grant date fair value, per common share $ 16.36 $ 19.76 $ 10.43 Pre-tax stock-based compensation $ 1,381 $ 1,077 $ 1,213 |
Schedule of Assumptions Used to Determine Fair Value of Stock Options | The weighted average fair value of stock options granted in fiscal 2023, fiscal 2022 and fiscal 2021 was based on the following weighted average assumptions: 2023 2022 2021 Dividend yield 2.33 % 2.10 % 2.94 % Expected volatility 41.63 % 41.62 % 40.82 % Risk-free interest rate 3.19 % 1.10 % 0.43 % Expected life (years) 6.0 6.0 6.0 |
Summary of Stock Option Activity | The following tables summarize our stock option activity for the prior three fiscal years: 2023 2022 2021 (In thousands, except per common share amounts) Stock Weighted Stock Weighted Stock Weighted Outstanding, beginning of year 602 $ 39.66 602 $ 36.44 1,352 $ 27.34 Granted 84 46.39 55 60.19 116 36.93 Exercised ( 113 ) 29.71 ( 53 ) 23.80 ( 854 ) 22.16 Forfeited - - ( 2 ) 44.69 ( 12 ) 31.52 Outstanding, end of year 573 $ 42.61 602 $ 39.66 602 $ 36.44 Exercisable at end of year 418 $ 40.84 447 $ 37.68 389 $ 35.55 |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range | Weighted Average Number of Remaining Aggregate Stock Contractual Intrinsic Options Life Value (In thousands) (In years) (In thousands) May 31, 2023 Outstanding 573 5.47 $ 7,970 Exercisable 418 4.38 $ 6,472 May 31, 2022 Outstanding 602 5.15 $ 4,987 Exercisable 447 4.09 $ 4,065 May 31, 2021 Outstanding 602 5.61 $ 18,037 Exercisable 389 4.15 $ 12,415 |
Summary of Non-Vested Stock Option Awards | The following table summarizes information about non-vested stock option awards for fiscal 2023: Weighted Average Number of Grant Date Stock Options Fair Value (In thousands) Per Common Share Non-vested, beginning of year 155 $ 13.66 Granted 84 16.36 Vested ( 84 ) 12.40 Non-vested, end of year 155 $ 15.80 |
Schedule of Service-Based Restricted Common Shares Granted | The table below sets forth the service-based restricted common shares granted under the Plans during each of the past three fiscal years. The calculated pre-tax stock-based compensation expense for these restricted common shares will be recognized on a straight-line basis over their respective three-year service periods. (In thousands, except per common share amounts) 2023 2022 2021 Granted 358 192 307 Weighted average grant date fair value, per common share $ 49.89 $ 57.19 $ 38.99 Pre-tax stock-based compensation $ 17,884 $ 10,993 $ 11,985 |
Summary of Activity for Service-Based Restricted Common Shares | The following table summarizes the activity for service-based restricted common shares for the past three fiscal years. 2023 2022 2021 (In thousands, except per common share amounts) Restricted Weighted Restricted Weighted Restricted Weighted Outstanding, beginning of year 650 $ 44.12 777 $ 40.36 643 $ 41.79 Granted 358 49.89 192 57.19 307 38.99 Vested ( 184 ) 40.52 ( 295 ) 42.90 ( 146 ) 43.41 Forfeited ( 24 ) 48.94 ( 24 ) 42.36 ( 27 ) 42.15 Outstanding, end of year 800 $ 47.39 650 $ 44.12 777 $ 40.36 Weighted average remaining contractual life of outstanding restricted common shares (in years) 1.28 1.25 1.33 Aggregate intrinsic value of outstanding restricted common shares $ 44,926 $ 30,283 $ 51,541 Aggregate intrinsic value of restricted common shares vested during the year $ 8,897 $ 16,534 $ 5,873 |
Schedule of Assumptions Used to Determine Grant Date Fair Value of Market Based Restricted Common Shares | The following assumptions were used to determine the grant date fair value and the derived service period for these restricted common shares: Dividend yield 2.67 % Expected volatility 43.00 % Risk-free interest rate 3.18 % The following assumptions were used to determine the grant date fair value and the derived service period for these restricted common shares: Dividend yield 2.71 % Expected volatility 41.50 % Risk-free interest rate 0.32 % The following assumptions were used to determine the grant date fair value and the derived service period for these restricted common shares: Dividend yield 2.69 % Expected volatility 34.90 % Risk-free interest rate 1.60 % The following assumptions were used to determine the grant date fair value and the derived service period for these restricted common shares: Dividend yield 2.16 % Expected volatility 33.60 % Risk-free interest rate 2.96 % |
Performance Shares Granted | The table below sets forth the performance shares we granted (at target levels) during fiscal 2023, fiscal 2022 and fiscal 2021: (In thousands, except per common share amounts) 2023 2022 2021 Granted 68 36 64 Weighted average grant date fair value, per common share $ 46.39 $ 60.19 $ 36.93 Pre-tax stock-based compensation $ 3,153 $ 2,191 $ 2,362 |
Summary of Performance Share Award Activity | The following table summarizes our performance share award activity for the past three fiscal years: 2023 2022 2021 Weighted Weighted Weighted Average Average Average Grant Grant Grant Performance Date Fair Performance Date Fair Performance Date Fair (In thousands, except per common share amounts) Shares Value Shares Value Shares Value Outstanding, beginning of year 160 $ 42.93 177 $ 39.23 158 $ 42.45 Granted (1) 118 43.40 67 52.22 65 36.93 Vested ( 89 ) 38.91 ( 65 ) 42.82 ( 3 ) 47.76 Forfeited ( 17 ) 39.36 ( 19 ) 41.80 ( 43 ) 46.86 Outstanding, end of year 172 $ 46.37 160 $ 42.93 177 $ 39.23 Weighted average remaining contractual life of outstanding performance shares (in years) 1.59 0.90 1.17 Aggregate intrinsic value of outstanding performance shares $ 9,636 $ 7,445 $ 11,730 Aggregate intrinsic value of performance shares vested during the year $ 4,056 $ 3,994 $ 100 (1) Includes common shares related to previously granted awards that paid out at percentages above target levels. |
Employee Pension Plans (Tables)
Employee Pension Plans (Tables) | 12 Months Ended |
May 31, 2023 | |
Components of Net Periodic Pension Costs for Defined Benefit Pension Plans | The following table summarizes the components of net periodic pension costs for our defined benefit pension plans for the prior three fiscal years: (In thousands) 2023 2022 2021 Defined benefit plans: Interest cost $ 4,393 $ 2,621 $ 1,205 Return on plan assets ( 5,092 ) ( 4,473 ) ( 4,289 ) Net amortization and deferral costs 191 546 3,058 Settlement cost (1) 4,774 1,357 18 Defined contribution plans 19,600 18,036 17,562 Net periodic benefit cost $ 23,866 $ 18,087 $ 17,554 (1) Relates to the settlement of certain participant balances within the Gerstenslager Plan. |
Weighted-Average Assumptions Used used to Determine Unfunded Benefit Obligation and Net Periodic Benefit Cost | The following weighted-average assum ptions were used to determine the unfunded benefit obligation and net periodic benefit cost: 2023 2022 2021 Benefit obligation: Discount rate 4.78 % 4.27 % 2.90 % Net periodic pension cost: Discount rate 4.25 % 2.74 % 2.65 % Expected long-term rate of return 6.25 % 6.75 % 7.00 % |
Reconciliation of the Changes in the Projected Benefit Obligation and Fair Value of Plan Assets and the Funded Status for Defined-benefit Plans | The following tables provide a reconciliation of the changes in the projected benefit obligation and the fair value of plan assets and the funded status for our defined benefit plans: Pension Benefits Other Benefits (In thousands) 2023 2022 2023 2022 Change in benefit obligation Benefit obligation, beginning of year $ 113,567 $ 41,195 $ 4,077 $ - Service cost - - 18 15 Interest cost 4,391 2,621 168 70 Plan amendments - - ( 441 ) - Actuarial gain ( 5,420 ) ( 24,755 ) ( 281 ) ( 873 ) Benefits paid ( 6,662 ) ( 4,511 ) ( 174 ) ( 125 ) Settlements ( 9,446 ) ( 2,929 ) - - Participant contributions - - - 8 Benefit obligations acquired - 101,946 - 4,982 Benefits obligation, end of year $ 96,430 $ 113,567 $ 3,367 $ 4,077 Change in plan assets Fair value, beginning of year $ 83,393 $ 33,136 $ - $ - Return on plan assets ( 1,137 ) ( 11,379 ) - - Company contributions 6,837 2,308 174 117 Benefits paid ( 6,662 ) ( 4,511 ) ( 174 ) ( 125 ) Settlements ( 9,446 ) ( 2,929 ) - - Participant contributions - - - 8 Plan assets acquired - 66,768 - - Fair value, end of year 72,985 83,393 - - Funded status $ ( 23,445 ) $ ( 30,174 ) $ ( 3,367 ) $ ( 4,077 ) Amounts recognized in our consolidated balance sheets consist of: Other liabilities $ ( 23,445 ) $ ( 30,174 ) $ ( 3,367 ) $ ( 4,077 ) AOCI 2,580 6,736 ( 1,544 ) ( 873 ) Amounts recognized in AOCI consist of: Net loss (income) $ 2,580 $ 6,736 $ ( 1,103 ) $ ( 873 ) Net prior service (credit)/cost - - ( 441 ) - Total $ 2,580 $ 6,736 $ ( 1,544 ) $ ( 873 ) |
Other Changes in Plan Assets And Benefit Obligations Recognized in OCI | The following table shows other changes in plan assets and benefit obligations recognized in OCI during the prior two fiscal years: Pension Benefits Other Benefits (In thousands) 2023 2022 2023 2022 Net (gain) loss $ 809 $ ( 8,903 ) $ ( 281 ) $ ( 873 ) Amortization of net (gain) loss ( 191 ) ( 546 ) ( 441 ) - Settlement cost ( 4,774 ) ( 1,357 ) 50 - Total recognized in other comprehensive income $ ( 4,156 ) $ ( 10,806 ) $ ( 672 ) $ ( 873 ) Total recognized in net periodic benefit cost and OCI $ 110 $ ( 10,704 ) $ ( 536 ) $ ( 787 ) |
Plan Assets for Defined Benefit Plan | Plan assets for the defined benefit plans consisted principally of the following as of the respective measurement dates: May 31, May 31, 2023 2022 Asset category: Equity securities 27 % 45 % Fixed-income funds 41 % 39 % Hedge funds 12 % 11 % Other 19 % 5 % Total 100 % 100 % |
Estimated Future Benefits Expected to be Paid | The following estimated future benefits, which reflect expected future service, as appropriate, are expected to be paid under the defined benefit and other postretirement plans during future fiscal years as follows: (In thousands) Pension Benefits Other Benefits 2024 $ 6,741 $ 296 2025 $ 6,597 $ 291 2026 $ 6,725 $ 283 2027 $ 7,105 $ 274 2028 $ 7,205 $ 267 2029-2033 $ 33,668 $ 1,209 |
Fair Value, Measurements, Recurring | |
Plan Assets for Defined Benefit Plan | The following table sets forth, by level within the fair value hierarchy, a summary of the defined benefit plans’ assets measured at fair value on a recurring basis at May 31, 2023: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In thousands) Fair Value (Level 1) (Level 2) (Level 3) Investment: Cash and cash equivalents $ 13,935 $ 13,935 $ - $ - Fixed-income funds 30,168 30,168 - - Equity funds 20,069 20,069 - - Administrative funds - - - - Commingled fund investments measured at net asset value (1) : Hedge funds 8,813 - - - Total $ 72,985 $ 64,172 $ - $ - (1) Investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been categorized in the fair value hierarchy. The following table sets forth, by level within the fair value hierarchy, a summary of the defined benefit plans’ assets measured at fair value on a recurring basis at May 31, 2022: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In thousands) Fair Value (Level 1) (Level 2) (Level 3) Investment: Cash and cash equivalents $ 1,238 $ 1,238 $ - $ - Fixed-income funds 11,287 11,287 - - Equity funds 37,352 37,352 - - Administrative funds 2,946 2,946 - - Commingled fund investments measured at net asset value (1) : Fixed-income funds 21,056 - - - Hedge funds 9,514 - - - Total $ 83,393 $ 52,823 $ - $ - (1) Investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been categorized in the fair value hierarchy. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
May 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Earnings before Income Taxes | Earnings before income taxes for the prior three fiscal years included the following components: (In thousands) 2023 2022 2021 U.S. based operations $ 308,719 $ 470,248 $ 897,601 Non – U.S. based operations 36,649 44,038 20,116 Earnings before income taxes 345,368 514,286 917,717 Less: Net earnings attributable to noncontrolling interests (1) 12,642 19,878 17,655 Earnings before income taxes attributable to controlling interest $ 332,726 $ 494,408 $ 900,062 |
Components of Income Tax Expense (Benefit) | Significant components of income tax expense (benefit) for the prior three fiscal years were as follows: (In thousands) 2023 2022 2021 Current Federal $ 69,919 $ 79,674 $ 160,903 State and local 7,774 8,704 6,018 Foreign 14,033 7,469 4,524 Subtotal 91,726 95,847 171,445 Deferred Federal ( 9,682 ) 19,398 6,668 State and local ( 2,122 ) 2,576 ( 391 ) Foreign ( 3,724 ) ( 2,799 ) ( 1,455 ) Subtotal ( 15,528 ) 19,175 4,822 Total $ 76,198 $ 115,022 $ 176,267 |
Reconciliation of Federal Statutory Corporate Income Tax Rate to Total Tax Provision | A reconciliation of the federal statutory corporate income tax rate to total tax provision for the prior three fiscal years follows: 2023 2022 2021 Federal statutory corporate income tax rate 21.0 % 21.0 % 21.0 % State and local income taxes, net of federal tax benefit 1.7 2.3 0.8 Non-U.S. income taxes at other than federal statutory rate 0.9 ( 0.9 ) ( 0.3 ) Excess benefit related to share-based payment awards ( 0.2 ) ( 0.2 ) ( 0.5 ) Nondeductible executive compensation 1.1 0.9 0.6 Oil & Gas capital stock loss - - ( 1.5 ) Other ( 1.6 ) 0.2 ( 0.5 ) Effective tax rate attributable to controlling interest 22.9 % 23.3 % 19.6 % |
Reconciliation of Unrecognized Tax Benefits | A tabular reconciliation of unrecognized tax benefits follows: (In thousands) Balance at May 31, 2022 $ 4,706 Increases - tax positions taken in prior years - Decreases - tax positions taken in prior years - Increases - tax positions taken in prior years - Increases - current tax positions - Settlements - Lapse of statutes of limitations ( 43 ) Balance at May 31, 2023 $ 4,663 |
Deferred Tax Assets and Liabilities | The components of our deferred tax assets and liabilities as of May 31 were as follows: (In thousands) 2023 2022 Deferred tax assets Accounts receivable $ 1,929 $ 1,695 Inventories 6,195 6,291 Accrued expenses 30,157 28,981 Net operating loss carry forwards 10,700 8,178 Stock-based compensation 6,226 5,432 Derivative contracts 2,242 - Operating lease - ROU liability 8,390 10,443 Other 2,523 1,588 Total deferred tax assets 68,362 62,608 Valuation allowance for deferred tax assets ( 5,480 ) ( 5,878 ) Net deferred tax assets 62,882 56,730 Deferred tax liabilities Property, plant and equipment ( 60,771 ) ( 58,433 ) Intangibles ( 69,175 ) ( 69,426 ) Investment in affiliated companies, principally due ( 23,073 ) ( 28,274 ) Operating lease - ROU asset ( 8,091 ) ( 10,354 ) Derivative contracts - ( 412 ) Other ( 3,221 ) ( 4,963 ) Total deferred tax liability ( 164,331 ) ( 171,862 ) Net deferred tax liability $ ( 101,449 ) $ ( 115,132 ) |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 12 Months Ended |
May 31, 2023 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Common Share | The following table sets forth the computation of basic and diluted earnings per common share for the prior three fiscal years: (In thousands, except per common share amounts) 2023 2022 2021 Numerator (basic & diluted): Net earnings attributable to controlling interest - income available to common shareholders $ 256,528 $ 379,386 $ 723,795 Denominator: Denominator for basic earnings per common share attributable to controlling interest - weighted average common shares 48,566 49,940 52,701 Effect of dilutive securities 820 1,053 1,216 Denominator for diluted earnings per common share attributable to controlling interest - adjusted weighted average common shares 49,386 50,993 53,917 Basic earnings per common share attributable to controlling interest $ 5.28 $ 7.60 $ 13.73 Diluted earnings per common share attributable to controlling interest $ 5.19 $ 7.44 $ 13.42 |
Segment Data (Tables)
Segment Data (Tables) | 12 Months Ended |
May 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Equity Income from Unconsolidated Joint Ventures Included in the Measurement of Segment Profit | For the periods presented, equity income from our unconsolidated joint ventures is included in the measurement of reportable segment profit as shown in the table below. The related investment balances are included in segment net assets in the same manner. Steel Processing Consumer Products Building Products Sustainable Energy Solutions Other Serviacero Worthington N/A WAVE N/A Workhorse ClarkDietrich |
Financial Information for Reportable Segments | The following tables present summarized financial information for our reportable segments for the past three fiscal years: 2023 (In thousands) Steel Processing Consumer Products Building Products Sustainable Energy Solutions Other Consolidated Net sales $ 3,497,896 $ 686,319 $ 586,059 $ 146,118 $ - $ 4,916,392 Capital expenditures 45,133 13,635 17,819 6,495 3,284 86,366 Depreciation and amortization 66,383 15,734 17,856 6,319 6,508 112,800 Impairment of long-lived assets 2,112 - 484 - - 2,596 Restructuring and other (income) expense, net ( 4,204 ) 213 597 - ( 1,177 ) ( 4,571 ) Separation costs - - - - 24,048 24,048 Miscellaneous income (expense), net 3,270 ( 205 ) 349 199 ( 4,840 ) ( 1,227 ) Equity in net income of unconsolidated affiliates 7,725 - 166,427 - ( 13,165 ) 160,987 Adjusted EBIT (1) 121,686 78,047 204,611 917 ( 3,199 ) 402,062 (1) Excludes the following: • Impairment of long-lived assets because they do not occur in the ordinary course of our ongoing business operations, are inherently unpredictable in timing and amount, and are non-cash, so their exclusion facilitates the comparison of historical and current financial results; • Restructuring activities such as divestitures, closing or consolidating facilities, employee severance (including rationalizing headcount or other significant changes in personnel), and realignment of existing operations (including changes to management structure in response to underlying performance and/or changing market conditions; • A non-cash settlement charge of $ 4,774 in miscellaneous income (expense), net within Other related to the pension lift-out transaction associated with the Gerstenslager Plan and described further in “Note M – Employee Pension Plans;” • A loss of $ 16,059 for the settlement of final transaction costs within Other related to the sale of our 50 % noncontrolling equity investment in ArtiFlex effective August 3, 2022; • Separation costs of $ 24,048 within Other related to direct and incremental costs incurred in connection with the anticipated Separation, including audit, advisory, and legal costs; • A pre-tax gain of $ 2,063 within Other related to a sale-leaseback transaction at Workhorse during fiscal 2023; and • Noncontrolling interest portion of impairment of long-lived assets and restructuring gains of $ 1,734 within Steel Processing. 2022 (In thousands) Steel Processing Consumer Products Building Products Sustainable Energy Solutions Other Consolidated Net sales $ 3,933,021 $ 636,478 $ 541,757 $ 130,954 $ 9 $ 5,242,219 Capital expenditures 35,898 13,375 31,064 6,445 7,818 94,600 Depreciation and amortization 55,771 10,919 18,112 6,554 7,471 98,827 Impairment of long-lived assets 3,076 - - - - 3,076 Restructuring and other income, net ( 14,480 ) - ( 35 ) ( 143 ) ( 2,438 ) ( 17,096 ) Miscellaneous income (expense), net 862 ( 76 ) 240 64 1,624 2,714 Equity in net income of unconsolidated affiliates 29,787 - 176,498 - 7,356 213,641 Adjusted EBIT (2) 203,272 94,302 216,608 ( 6,236 ) 8,564 516,510 (2) Excludes the following: • Impairment of long-lived assets because they do not occur in the ordinary course of our ongoing business operations, are inherently unpredictable in timing and amount, and are non-cash, so their exclusion facilitates the comparison of historical and current financial results; • Restructuring activities such as divestitures, closing or consolidating facilities, employee severance (including rationalizing headcount or other significant changes in personnel), and realignment of existing operations (including changes to management structure in response to underlying performance and/or changing market conditions; • Noncontrolling interest portion of impairment of long-lived assets charges and restructuring income of $ 4,785 . 2021 (In thousands) Steel Processing Consumer Products Building Products Sustainable Energy Solutions Other Consolidated Net sales $ 2,059,397 $ 523,697 $ 402,038 $ 134,890 $ 51,407 $ 3,171,429 Capital expenditures 28,306 13,334 22,705 8,652 9,181 82,178 Depreciation and amortization 40,870 10,145 17,321 6,699 12,619 87,654 Impairment of long-lived assets - 506 1,423 - 11,810 13,739 Restructuring and other expense, net 1,883 41 256 10,293 43,624 56,097 Incremental expenses related to Nikola gains - - - - 50,624 50,624 Miscellaneous income (expense), net ( 371 ) ( 512 ) 194 203 2,649 2,163 Equity in net income of unconsolidated affiliates 15,965 - 103,447 - 3,913 123,325 Adjusted EBIT (3) 208,175 74,936 117,904 4,961 ( 10,505 ) 395,471 (3) Excludes the following: • Impairment of long-lived assets because they do not occur in the ordinary course of our ongoing business operations, are inherently unpredictable in timing and amount, and are non-cash, so their exclusion facilitates the comparison of historical and current financial results; • Restructuring activities such as divestitures, closing or consolidating facilities, employee severance (including rationalizing headcount or other significant changes in personnel), and realignment of existing operations (including changes to management structure in response to underlying performance and/or changing market conditions; • Noncontrolling interest portion of restructuring expense of $ 295 ; • Gain on investment in Nikola of $ 655,102 and incremental expenses related to Nikola gains of $ 50,624 . Total assets for each of our reportable segments as of the end of the past two fiscal years were as follows: May 31, May 31, (In thousands) 2023 2022 Steel Processing $ 1,758,981 $ 2,082,522 Consumer Products 615,430 577,026 Building Products 635,650 681,188 Sustainable Energy Solutions 129,872 114,084 Other 510,985 188,203 Total Assets $ 3,650,918 $ 3,643,023 |
Net Sales by Geographic Region | The following table presents net sales by geographic region for the past three fiscal years: (In thousands) 2023 2022 2021 North America $ 4,268,082 $ 4,937,396 $ 2,956,962 International 648,310 304,823 214,467 Total $ 4,916,392 $ 5,242,219 $ 3,171,429 |
Property, Plant and Equipment, Net by Geographic Region | The following table presents property, plant and equipment, net, by geographic region as of the end of the past two fiscal years: (In thousands) 2023 2022 North America $ 575,965 $ 595,261 International 99,689 101,079 Total $ 675,654 $ 696,340 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
May 31, 2023 | |
Shiloh Industries' U.S. BlankLight | |
Schedule of Acquisition of Intangible Assets | In connection with the acquisition of Shiloh, we identified and valued the following intangible assets: (In thousands) Category Amount Useful Life (Years) Customer relationships $ 34,500 15 - 20 Non-compete agreement 290 3 In-process research & development 1,300 Indefinite Total acquired identifiable intangible assets $ 36,090 |
Schedule of Consideration Transferred for the Assets and the Preliminary Fair Value Assigned to Assets Acquired and Liabilities Assumed | The following table summarizes the consideration paid and the final fair value assigned to the assets and liabilities assumed at the acquisition date. Measurement Preliminary Period Final (In thousands) Valuation Adjustments Valuation Accounts receivable $ 44,191 $ ( 496 ) $ 43,695 Inventories 13,971 1,999 15,970 Property, plant, and equipment 30,461 ( 1,104 ) 29,357 Intangible assets 34,280 1,810 36,090 Operating lease assets 59,905 - 59,905 Total identifiable assets 182,808 2,209 185,017 Accounts payable ( 44,822 ) ( 72 ) ( 44,894 ) Current operating lease liabilities ( 1,555 ) - ( 1,555 ) Noncurrent operating lease liabilities ( 58,350 ) - ( 58,350 ) Net identifiable assets 78,081 2,137 80,218 Goodwill 26,669 ( 2,381 ) 24,288 Purchase price $ 104,750 $ ( 244 ) $ 104,506 |
Tempel Steel Company | |
Schedule of Acquisition of Intangible Assets | In connection with the acquisition of Tempel, we identified and valued the following intangible assets: (In thousands) Category Amount Useful Life (Years) Customer relationships $ 30,000 17 Technological know how 11,000 6 - 8 Total acquired identifiable intangible assets $ 41,000 |
Schedule of Consideration Transferred for the Assets and the Preliminary Fair Value Assigned to Assets Acquired and Liabilities Assumed | The following table summarizes the consideration paid and the final fair value assigned to the assets and liabilities assumed at the acquisition date. Measurement Preliminary Period Final (In thousands) Valuation Adjustments Valuation Cash $ 17,098 $ - $ 17,098 Accounts receivable 88,672 801 89,473 Inventories 59,927 - 59,927 Other current assets 10,666 ( 18 ) 10,648 Property, plant and equipment 147,441 - 147,441 Intangible assets 41,000 - 41,000 Operating lease assets 4,098 - 4,098 Total identifiable assets 368,902 783 369,685 Accounts payable ( 49,777 ) - ( 49,777 ) Notes payable ( 6,270 ) - ( 6,270 ) Accrued liabilities ( 17,501 ) 64 ( 17,437 ) Current operating lease liabilities ( 1,614 ) - ( 1,614 ) Noncurrent operating lease liabilities ( 2,484 ) - ( 2,484 ) Other non-current liabilities (1) ( 40,110 ) 2,287 ( 37,823 ) Net identifiable assets 251,146 3,134 254,280 Goodwill 38,462 ( 3,436 ) 35,026 Purchase price $ 289,608 $ ( 302 ) $ 289,306 (1) Includes $ 40,160 of net pension and other postretirement benefit obligations assumed as part of the Tempel acquisition. The excess of projected benefit obligations over the fair value of the plans’ assets was recognized as a liability in accordance with ASC 715 using key inputs including, but not limited to, discount rates and expected rates of return on the plans’ assets. See “Note M - Employee Pension Plans” for additional information. |
Schedule of Unaudited Pro Forma Information | The following unaudited pro forma information for the past two fiscal years presents consolidated financial information as if Tempel had been acquired at the beginning of fiscal 2021. Depreciation and amortization expense included in the pro forma results reflect the acquisition-date fair values assigned to the definite-lived intangible assets and fixed assets of Tempel assuming a June 1, 2020 acquisition date. Adjustments have been made to remove acquisition-related costs and the acquisition date fair value adjustment to acquired inventories. The pro forma adjustments noted above have been adjusted for the applicable income tax impact. The pro forma information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place on June 1, 2020. 2022 2021 Net sales $ 5,841,097 $ 3,490,167 Net earnings attributable to controlling interest $ 398,361 $ 724,631 Diluted earnings per common share attributable to controlling interest $ 7.81 $ 13.44 |
General Tools & Instruments Company LLC | |
Schedule of Acquisition of Intangible Assets | In connection with the acquisition of GTI, we identified and valued the following identifiable intangible assets: (In thousands) Category Amount Useful Life (Years) Customer relationships $ 40,600 15 Trade names - indefinite lived 27,400 Indefinite Trade names - finite lived 400 9 Total acquired identifiable intangible assets $ 68,400 |
Schedule of Consideration Transferred for the Assets and the Preliminary Fair Value Assigned to Assets Acquired and Liabilities Assumed | The following table summarizes the consideration transferred and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date. Measurement Preliminary Period Final (In thousands) Valuation Adjustments Valuation Cash $ 1,633 $ - $ 1,633 Accounts receivable 16,440 ( 998 ) 15,442 Inventories 19,795 ( 16 ) 19,779 Prepaid expenses 924 ( 173 ) 751 Other current assets 97 ( 97 ) - Intangible assets 68,400 - 68,400 Property, plant, and equipment 956 - 956 Operating lease assets 5,502 - 5,502 Other assets 30 - 30 Total identifiable assets 113,777 ( 1,284 ) 112,493 Accounts payable ( 2,594 ) 40 ( 2,554 ) Accrued liabilities ( 6,006 ) 133 ( 5,873 ) Current operating lease liabilities ( 657 ) - ( 657 ) Other current liabilities ( 923 ) 758 ( 165 ) Noncurrent operating lease liabilities ( 4,845 ) - ( 4,845 ) Deferred tax liabilities ( 11,635 ) ( 147 ) ( 11,782 ) Other long-term liabilities ( 239 ) 9 ( 230 ) Net identifiable assets 86,878 ( 491 ) 86,387 Goodwill 33,714 287 34,001 Purchase price $ 120,592 $ ( 204 ) $ 120,388 |
Level 5 Tools, LLC | |
Schedule of Acquisition of Intangible Assets | In connection with the acquisition of Level5, we identified and valued the following intangible assets: Category Amount Useful Life (Years) Trade name $ 13,500 Indefinite Customer relationships 13,300 10 Technological know-how 6,500 20 Non-compete agreement 280 3 Total acquired identifiable intangible assets $ 33,580 |
Schedule of Consideration Transferred for the Assets and the Preliminary Fair Value Assigned to Assets Acquired and Liabilities Assumed | The following table summarizes the consideration transferred and the estimated fair value assigned to the assets acquired and liabilities assumed at the acquisition date. Measurement Preliminary Period Final (In thousands) Valuation Adjustments Valuation Cash and cash equivalents $ 1,515 $ - $ 1,515 Accounts receivable 2,860 - 2,860 Inventories 9,161 - 9,161 Prepaid expenses 64 - 64 Property, plant and equipment 273 - 273 Intangible assets 33,580 - 33,580 Operating lease assets 377 - 377 Total identifiable assets 47,830 - 47,830 Accounts payable ( 3,175 ) - ( 3,175 ) Accrued expenses ( 904 ) 151 ( 753 ) Current operating lease liabilities ( 111 ) - ( 111 ) Noncurrent operating lease liabilities ( 266 ) - ( 266 ) Net identifiable assets 43,374 151 43,525 Goodwill 15,947 - 15,947 Total purchase price 59,321 151 59,472 Less: Fair value of earnout ( 2,000 ) - ( 2,000 ) Plus: Net working capital deficit 282 ( 151 ) 131 Cash purchase price $ 57,603 $ - $ 57,603 |
Derivative Financial Instrume_2
Derivative Financial Instruments and Hedging Activities (Tables) | 12 Months Ended |
May 31, 2023 | |
Schedule of Fair Value of Derivative Instruments | The following table summarizes the fair value of our derivative financial instruments and the respective lines in which they were recorded in our consolidated balance sheet at May 31, 2023: Asset Derivatives Liability Derivatives Balance Balance Sheet Fair Sheet Fair (In thousands) Location Value Location Value Derivatives designated as hedging instruments: Commodity contracts Receivables $ 20 Accounts payable $ 6,749 Other assets 51 Other liabilities 379 71 7,128 Foreign currency exchange contracts Receivables - Accounts payable 33 - 33 Subtotals $ 71 $ 7,161 Derivatives not designated as hedging instruments: Commodity contracts Receivables $ 2,539 Accounts payable $ 8,604 Other assets - Other liabilities 35 Subtotals 2,539 8,639 Total derivative financial instruments $ 2,610 $ 15,800 The amounts in the table above reflect the fair value of our derivative financial instruments on a net basis, where allowable under master netting arrangements. Had these amounts been recognized on a gross basis, the impact would have been a $ 7,576 increase in receivables with a corresponding increase in accounts payable. The following table summarizes the fair value of our derivative financial instruments and the respective lines in which they were recorded in our consolidated balance sheet at May 31, 2022: Asset Derivatives Liability Derivatives Balance Balance Sheet Fair Sheet Fair (In thousands) Location Value Location Value Derivatives designated as hedging instruments: Commodity contracts Receivables $ 1,040 Accounts payable $ 4,517 Other assets - Other liabilities 48 1,040 4,565 Foreign currency exchange contracts Receivables - Accounts payable - Other assets - Other liabilities 17 - 17 Subtotals $ 1,040 $ 4,582 Derivatives not designated as hedging instruments: Commodity contracts Receivables $ 11,555 Accounts payable $ 4,142 Other assets 48 Other liabilities 24 11,603 4,166 Foreign currency exchange contracts Receivables - Accounts payable 255 - 255 Subtotals $ 11,603 $ 4,421 Total derivative financial instruments $ 12,643 $ 9,003 |
Schedule of Summary of Derivative Hedges | The following table summarizes our economic (non-designated) derivative financial instruments outstanding at May 31, 2023: Notional (In thousands) Amount Maturity Date Commodity contracts $ 172 June 2023 - December 2024 |
Schedule of Derivatives Designated as Cash Flow Hedging Instruments | The following table summarizes the gain (loss) recognized in OCI and the gain (loss) reclassified from AOCI into earnings for derivative financial instruments designated as cash flow hedges during fiscal 2023 and fiscal 2022: Location of Gain (Loss) Gain (Loss) Gain (Loss) Reclassified Recognized Reclassified from AOCI from AOCI (In thousands) in OCI into Net Earnings into Net Earnings For the fiscal year ended May 31, 2023: Interest rate contracts $ - Interest expense $ ( 27 ) Commodity contracts ( 23,068 ) Cost of goods sold ( 25,573 ) Foreign currency exchange contracts 195 Miscellaneous income, net 142 Totals $ ( 22,873 ) $ ( 25,458 ) For the fiscal year ended May 31, 2022: Interest rate contracts $ - Interest expense $ ( 26 ) Commodity contracts 19,148 Cost of goods sold 98,873 Foreign currency exchange contracts 27 Miscellaneous income, net 5 Totals $ 19,175 $ 98,852 |
Schedule of Gain (Loss) Recognized in Earnings for Economic (Non-Designated) Derivative Financial Instruments | The following table summarizes the gain (loss) recognized in earnings for economic (non-designated) derivative financial instruments during fiscal 2023 and fiscal 2022: Gain (Loss) Recognized in Earnings Fiscal Year Ended Location of Gain (Loss) May 31, (In thousands) Recognized in Earnings 2023 2022 Commodity contracts Cost of goods sold $ ( 13,125 ) $ 13,935 Foreign currency exchange contracts Miscellaneous income, net - ( 266 ) Total $ ( 13,125 ) $ 13,669 |
Cash Flow Hedges | |
Schedule of Summary of Derivative Hedges | The following table summarizes our cash flow hedges outstanding at May 31, 2023: Notional (In thousands) Amount Maturity Date Commodity contracts $ 78,149 June 2023 - December 2024 Foreign currency exchange contracts 3,984 June 2023 - November 2023 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
May 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | At May 31, 2023, our financial assets and liabilities measured at fair value on a recurring basis were as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In thousands) (Level 1) (Level 2) (Level 3) Totals Assets Derivative financial instruments (1) $ - $ 2,610 $ - $ 2,610 Total assets $ - $ 2,610 $ - $ 2,610 Liabilities Derivative financial instruments (1) $ - $ 15,800 $ - $ 15,800 Total liabilities $ - $ 15,800 $ - $ 15,800 (1) The fair value of our derivative financial instruments was based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “ Note R – Derivative Financial Instruments and Hedging Activities” for additional information regarding our use of derivative financial instruments. At May 31, 2022, our financial assets and liabilities measured at fair value on a recurring basis were as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In thousands) (Level 1) (Level 2) (Level 3) Totals Assets Derivative financial instruments (1) $ - $ 12,643 $ - $ 12,643 Total assets $ - $ 12,643 $ - $ 12,643 Liabilities Derivative financial instruments (1) $ - $ 9,003 $ - $ 9,003 Total liabilities $ - $ 9,003 $ - $ 9,003 (1) The fair value of our derivative financial instruments was based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “ Note R – Derivative Financial Instruments and Hedging Activities ” for additional information regarding our use of derivative financial instruments. |
Assets Measured at Fair Value on Non-Recurring Basis | At May 31, 2023, our assets measured at fair value on a non-recurring basis were categorized as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In thousands) (Level 1) (Level 2) (Level 3) Totals Assets Long-lived assets held for sale (1) $ - $ 2,623 $ - $ 2,623 Long-lived assets held and used (2) - 70 - 70 Total assets $ - $ 2,693 $ - $ 2,693 (1) Comprised of the following: (1) idled equipment at the manufacturing facility in Taylor, Michigan; and (2) the net assets of Samuel's toll processing facility in Cleveland, Ohio. Refer to “ Note E – Goodwill and Other Long-Lived Assets ” for additional information. (2) Comprised of certain assets associated with a capital project at our Building Products facility in Jefferson, Ohio which were written down to their estimated salvage value of $ 70 . These assets continue to be held and used. Refer to “Note E – Goodwill and Other Long-Lived Assets ” for additional information. At May 31, 2022, our assets measured at fair value on a non-recurring basis were categorized as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In thousands) (Level 1) (Level 2) (Level 3) Totals Assets Long-lived assets held for sale (1) $ - $ 700 $ - $ 700 Total assets $ - $ 700 $ - $ 700 Comprised of production equipment at the Samuel facility in Twinsburg, Ohio with an es timated fair market value of $ 700 . Refer to “ Note E – Goodwill and Other Long-Lived Assets ” for additional information. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
May 31, 2023 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | The components of lease expense for fiscal 2023 and fiscal 2022 were as follows: (In thousands) 2023 2022 Operating lease expense $ 17,234 $ 15,726 Financing lease expense: Amortization of leased assets 658 653 Interest on lease liabilities 119 124 Total financing lease expense 777 777 Short-term lease expense 4,351 2,991 Variable lease expense 572 612 Total lease expense $ 22,934 $ 20,106 |
Other Information Related to Company' s Leases | Other information related to our leases, as of and for the fiscal years ended May 31, 2023 and May 31, 2022, is provided below: 2023 2022 (Dollars in thousands) Operating Leases Financing Leases Operating Leases Financing Leases Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows $ 12,393 $ 119 $ 13,514 $ 123 Financing cash flows $ - $ 54 $ - $ 101 ROU assets obtained in exchange for lease liabilities $ 16,272 $ - $ 75,986 $ 2 Weighted-average remaining lease term (in years) 12.07 36.45 13.48 37.36 Weighted-average discount rate 3.30 % 3.75 % 2.97 % 3.75 % |
Schedule of Future Minimum Lease Payments for Non-Cancelable Leases | Future minimum lease payments for non-cancelable leases having an initial or remaining term in excess of one year at May 31, 2023, were as follows: (In thousands) Operating Leases Financing Leases 2024 $ 15,709 $ 177 2025 14,377 182 2026 12,682 186 2027 11,256 186 2028 9,653 187 Thereafter 61,273 5,105 Total 124,950 6,023 Less: imputed interest ( 22,360 ) ( 2,306 ) Present value of lease liabilities $ 102,590 $ 3,717 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | ||||
May 02, 2022 USD ($) | May 31, 2023 USD ($) Customer Facility Segment Jointventure | May 31, 2022 USD ($) Customer | May 31, 2021 USD ($) | Jun. 08, 2021 | |
Significant Accounting Policies [Line Items] | |||||
Equity method investment, purchase price | $ 6,811,000 | ||||
Separation costs | $ 24,048,000 | ||||
Derivative financial instruments, credit losses | $ 0 | ||||
Number of manufacturing facilities operated | Facility | 28 | ||||
Number of reportable segments | Segment | 4 | ||||
Allowance for doubtful accounts increase (decrease) | $ 2,091,000 | ||||
Receivables, allowances | 3,383,000 | 1,292,000 | |||
Depreciation Expenses | 93,961,000 | 83,272,000 | $ 74,779,000 | ||
Advertising Expenses | $ 29,537 | $ 21,613 | $ 17,462 | ||
Maximum | |||||
Significant Accounting Policies [Line Items] | |||||
Period allowed for payment of dues to customers | 60 days | ||||
Maximum | Building and Building Improvements | |||||
Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, estimated useful life | 40 years | ||||
Maximum | Machinery and Equipment | |||||
Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, estimated useful life | 20 years | ||||
Minimum | |||||
Significant Accounting Policies [Line Items] | |||||
Period allowed for payment of dues to customers | 30 days | ||||
Minimum | Building and Building Improvements | |||||
Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, estimated useful life | 10 years | ||||
Minimum | Machinery and Equipment | |||||
Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, estimated useful life | 3 years | ||||
Largest Customer | |||||
Significant Accounting Policies [Line Items] | |||||
Number of customers | Customer | 10 | 10 | |||
Sales Revenue, Net | Product Concentration Risk | Automotive Industries | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 37% | 37% | 37% | ||
Sales Revenue, Net | Foreign Operations | International Operations | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 13% | 6% | 7% | ||
Sales Revenue, Net | Customer Concentration Risk | Largest Customer | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 12% | ||||
Sales Revenue, Net | Customer Concentration Risk | Largest Customer | Maximum | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 13% | ||||
Sales Revenue, Net | Customer Concentration Risk | Ten Largest Customers | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 34% | 34% | |||
Net Assets, Geographic Area | Foreign Operations | International Operations | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 10% | 10% | |||
Workforce Subject to Collective Bargaining Arrangements | Labor Force Concentration Risk [Member] | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 15% | ||||
Workhorse | |||||
Significant Accounting Policies [Line Items] | |||||
Percent of ownership interest held in unconsolidated affiliates | 20% | ||||
Worthington Taylor, LLC | |||||
Significant Accounting Policies [Line Items] | |||||
Percent of ownership interest held in unconsolidated affiliates | 49% | ||||
Equity method investment, purchase price | $ 6,811,000 | ||||
Joint Venture Transactions | |||||
Significant Accounting Policies [Line Items] | |||||
Number of joint ventures | Jointventure | 3 | ||||
Number of manufacturing facilities operated | Facility | 44 | ||||
Spartan | Joint Venture Transactions | |||||
Significant Accounting Policies [Line Items] | |||||
Percent of controlling interest by the Company | 52% | ||||
TWB | |||||
Significant Accounting Policies [Line Items] | |||||
Percent of controlling interest by the Company | 55% | ||||
TWB | Joint Venture Transactions | |||||
Significant Accounting Policies [Line Items] | |||||
Percent of controlling interest by the Company | 55% | ||||
Samuel | Joint Venture Transactions | |||||
Significant Accounting Policies [Line Items] | |||||
Percent of controlling interest by the Company | 63% | ||||
Worthington Specialty Processing | Joint Venture Transactions | |||||
Significant Accounting Policies [Line Items] | |||||
Percent of controlling interest by the Company | 51% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Supplemental Cash Flow Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Accounting Policies [Abstract] | |||
Interest paid, net of amount capitalized | $ 29,272 | $ 29,700 | $ 29,080 |
Income taxes paid, net of refunds | $ 65,910 | $ 118,799 | $ 160,847 |
Revenue Recognition - Revenue b
Revenue Recognition - Revenue by Product Class and Timing (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Disaggregation Of Revenue [Line Items] | |||
Net sales | $ 4,916,392 | $ 5,242,219 | $ 3,171,429 |
Over time revenue | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | 140,781 | 144,732 | 147,645 |
Steel Processing | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | 3,497,896 | 3,933,021 | 2,059,397 |
Other | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | 9 | 51,407 | |
Direct | Steel Processing | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | 3,357,115 | 3,788,289 | 1,927,418 |
Toll | Steel Processing | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | 140,781 | 144,732 | 131,979 |
Toll | Steel Processing | Over time revenue | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | 140,781 | 144,732 | 131,979 |
Consumer products | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | 686,319 | 636,478 | 523,697 |
Building Products | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | 586,059 | 541,757 | 402,038 |
Sustainable Energy Solutions | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | $ 146,118 | 130,954 | 134,890 |
Oil & Gas Equipment | Other | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | 20,950 | ||
Engineered Cabs | Other | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | 1,058 | ||
Other | Other | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | $ 9 | 29,399 | |
Certain oil & gas contracts | Over time revenue | |||
Disaggregation Of Revenue [Line Items] | |||
Net sales | $ 15,666 |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Unbilled Receivables (Detail) - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 |
Receivables | ||
Unbilled Receivables And Contract Assets [Line Items] | ||
Unbilled receivables | $ 3,708 | $ 5,001 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 0 | $ 0 |
Investment in Nikola - Addition
Investment in Nikola - Additional Information (Detail) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 03, 2020 | May 31, 2023 | May 31, 2021 | |
Marketable Securities [Line Items] | |||
Gains on investment in Nikola | $ (655,102) | ||
Charitable contribution of Nikola shares | 20,653 | ||
Nikola Corporation | |||
Marketable Securities [Line Items] | |||
Marketable securities effective date | Jun. 03, 2020 | ||
Marketable securities number of shares owned | 19,048 | ||
Gains on investment in Nikola | 655,102 | ||
Proceeds from sale of Nikola shares | 634,449 | ||
Charitable contribution of Nikola shares | 20,653 | ||
Incremental expenses on gains from marketable securities | 50,624 | ||
Profit sharing and bonus expense on marketable securities gain | 29,971 | ||
Marketable securities contribution expense | $ 20,653 |
Investments in Unconsolidated_3
Investments in Unconsolidated Affiliates - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Aug. 03, 2022 | May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Investments in and Advances to Affiliates [Line Items] | ||||
Impairment charge | $ 2,596 | $ 3,076 | $ 13,739 | |
Distributions from unconsolidated affiliates | 240,857 | 100,058 | $ 91,007 | |
Investments in unconsolidated affiliates | 252,591 | 327,381 | ||
Pre-tax loss on sale of equity | 16,059 | |||
Samuel Joint Venture | Joint Venture Transactions | ||||
Investments in and Advances to Affiliates [Line Items] | ||||
Consolidated retained earnings undistributed earnings net of tax | $ 109,703 | 132,283 | ||
WAVE | ||||
Investments in and Advances to Affiliates [Line Items] | ||||
Percent of ownership interest held in unconsolidated affiliates | 50% | |||
Investments in unconsolidated affiliates | $ 117,297 | $ 81,149 | ||
ArtiFlex | ||||
Investments in and Advances to Affiliates [Line Items] | ||||
Percent of ownership interest held in unconsolidated affiliates | 50% | 50% | ||
Equity method investment sold amount after adjustments for closing debt and final net working capital | $ 35,795 | |||
Pre-tax loss on sale of equity | $ (16,059) | |||
ArtiFlex | Real Property | ||||
Investments in and Advances to Affiliates [Line Items] | ||||
Investments in unconsolidated affiliates | $ 6,300 | |||
ClarkDietrich | ||||
Investments in and Advances to Affiliates [Line Items] | ||||
Percent of ownership interest held in unconsolidated affiliates | 25% | |||
Workhorse | ||||
Investments in and Advances to Affiliates [Line Items] | ||||
Percent of ownership interest held in unconsolidated affiliates | 20% | |||
Serviacero Worthington | ||||
Investments in and Advances to Affiliates [Line Items] | ||||
Percent of ownership interest held in unconsolidated affiliates | 50% |
Investments in Unconsolidated_4
Investments in Unconsolidated Affiliates - Schedule of Combined Financial Information for Unconsolidated Affiliates (Detail) - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 | |
Investments in and Advances to Affiliates [Line Items] | |||
Cash and cash equivalents | $ 454,946 | $ 34,485 | |
Total assets | 3,650,918 | 3,643,023 | |
Current liabilities | 717,558 | 932,261 | |
Short-term borrowings | 2,813 | 47,997 | |
Current maturities of long-term debt | 264 | 265 | |
Long-term debt | 689,718 | 696,345 | |
Other noncurrent liabilities | 113,286 | 115,991 | |
Equity | 1,696,011 | 1,480,752 | |
Total liabilities and equity | 3,650,918 | 3,643,023 | |
Equity Method Investment, Nonconsolidated Investee, Other | |||
Investments in and Advances to Affiliates [Line Items] | |||
Cash and cash equivalents | 49,185 | 68,563 | |
Other current assets | 899,913 | 1,148,029 | |
Noncurrent assets | 394,468 | 369,608 | |
Total assets | [1] | 1,343,566 | 1,586,200 |
Current liabilities | 247,796 | 345,097 | |
Short-term borrowings | 5,943 | ||
Current maturities of long-term debt | 36,936 | 33,054 | |
Long-term debt | 349,215 | 306,814 | |
Other noncurrent liabilities | 144,649 | 76,437 | |
Equity | 564,970 | 818,855 | |
Total liabilities and equity | [1] | $ 1,343,566 | $ 1,586,200 |
[1] Effective January 1, 2022, Workhorse adopted Topic 842 using the alternative transition method. As a result of the adoption, Workhorse recognized operating lease ROU assets of $ 47,082 and lease liabilities of $ 47,082 . The adoption resulted in a cumulative-effect adjustment of $ 18,000 related to a prior sale lease-back transaction recognized under Accounting Standards Codification Topic 840. Our portion of this cumulative effect adjustment was $ 3,600 and is recognized in retained earnings on our consolidated balance sheet as of May 31, 2023. The impact of adopting ASC 842 did not have a significant impact on the financial statements of our other unconsolidated affiliates. |
Investments in Unconsolidated_5
Investments in Unconsolidated Affiliates - Schedule of Combined Financial Information for Unconsolidated Affiliates (Parenthetical) (Detail) - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 | Jan. 01, 2022 |
Investments in and Advances to Affiliates [Line Items] | |||
Operating lease ROU asset | $ 99,967 | $ 98,769 | |
Operating lease liabilities | 102,590 | ||
Equity Method Investment, Nonconsolidated Investee, Other | ASC 842 | |||
Investments in and Advances to Affiliates [Line Items] | |||
Operating lease ROU asset | $ 47,082 | ||
Operating lease liabilities | 47,082 | ||
Cumulative-effect adjustment related to prior sale lease-back transaction recognized | $ 18,000 | ||
Cumulative effect adjustment recognized in retained earnings | $ 3,600 |
Investments in Unconsolidated_6
Investments in Unconsolidated Affiliates - Financial Results of Four Largest Unconsolidated Affiliates (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
May 31, 2023 | May 31, 2022 | May 31, 2021 | ||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | $ 4,916,392 | $ 5,242,219 | $ 3,171,429 | |
Gross margin | 663,312 | 714,816 | 639,078 | |
Net earnings (loss) | 269,170 | 399,264 | 741,450 | |
Equity Method Investment, Nonconsolidated Investee, Other | ||||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | 2,880,640 | 3,268,842 | 1,918,477 | |
Gross margin | 693,546 | 808,599 | 438,558 | |
Operating income (loss) | 526,601 | 636,224 | 310,600 | |
Depreciation and amortization | 34,256 | 32,094 | 34,988 | |
Interest expense | 16,518 | 10,442 | 12,284 | |
Income tax expense (benefit) | 1,011 | 26,739 | 11,960 | |
Net earnings (loss) | 516,505 | 605,017 | 293,186 | |
WAVE | Equity Method Investment, Nonconsolidated Investee, Other | ||||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | 447,369 | 452,368 | 371,814 | |
Gross margin | 242,257 | 238,523 | 215,692 | |
Operating income (loss) | 184,882 | 183,545 | 165,381 | |
Depreciation and amortization | 4,679 | 4,554 | 4,073 | |
Interest expense | 13,024 | 8,386 | 8,909 | |
Income tax expense (benefit) | 222 | 158 | 200 | |
Net earnings (loss) | 171,687 | 175,154 | 156,869 | |
ClarkDietrich | Equity Method Investment, Nonconsolidated Investee, Other | ||||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | 1,451,665 | 1,695,808 | 893,371 | |
Gross margin | 403,569 | 431,070 | 158,074 | |
Operating income (loss) | 318,914 | 351,583 | 94,888 | |
Depreciation and amortization | 13,717 | 10,946 | 11,917 | |
Interest expense | 524 | 308 | 101 | |
Income tax expense (benefit) | 1,924 | |||
Net earnings (loss) | 321,977 | 356,288 | 98,313 | |
Serviacero Worthington | Equity Method Investment, Nonconsolidated Investee, Other | ||||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | 564,569 | 620,312 | 311,543 | |
Gross margin | 21,503 | 96,918 | 51,253 | |
Operating income (loss) | 10,387 | 87,342 | 43,075 | |
Depreciation and amortization | 4,030 | 4,300 | 4,305 | |
Interest expense | 329 | 180 | 42 | |
Income tax expense (benefit) | (2,996) | 25,079 | 11,341 | |
Net earnings (loss) | 15,451 | 59,565 | 31,865 | |
ArtiFlex | Equity Method Investment, Nonconsolidated Investee, Other | ||||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | [1] | 52,641 | 187,089 | 144,834 |
Gross margin | [1] | 8,589 | 30,633 | 20,596 |
Operating income (loss) | [1] | 4,911 | 15,778 | 9,628 |
Depreciation and amortization | [1] | 1,444 | 5,708 | 5,728 |
Interest expense | [1] | 134 | 340 | 528 |
Income tax expense (benefit) | [1] | 59 | 258 | 149 |
Net earnings (loss) | [1] | 4,717 | 15,180 | 8,950 |
Workhorse | Equity Method Investment, Nonconsolidated Investee, Other | ||||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | 364,396 | 313,265 | 196,915 | |
Gross margin | 17,628 | 11,455 | (7,057) | |
Operating income (loss) | 7,507 | (2,024) | (2,372) | |
Depreciation and amortization | 10,386 | 6,586 | 8,965 | |
Interest expense | 2,507 | 1,228 | 2,704 | |
Income tax expense (benefit) | 1,802 | 1,244 | 270 | |
Net earnings (loss) | $ 2,673 | $ (1,170) | $ (2,811) | |
[1] On August 3, 2022, we sold our 50 % noncontrolling equity interest in ArtiFlex. |
Investments in Unconsolidated_7
Investments in Unconsolidated Affiliates - Financial Results of Four Largest Unconsolidated Affiliates (Parenthetical) (Detail) | Aug. 03, 2022 |
ArtiFlex | |
Investments In And Advances To Affiliates [Line Items] | |
Equity method investment ownership percentage sold | 50% |
Goodwill and Other Long-Lived_3
Goodwill and Other Long-Lived Assets - Summary of Changes in Carrying Amount of Goodwill (Detail) - USD ($) | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | ||
Goodwill [Line Items] | |||
Goodwill, Beginning Balance | $ 401,469,000 | $ 351,056,000 | |
Acquisitions and purchase accounting adjustments | [1] | 15,146,000 | 60,547,000 |
Translation adjustments | (1,795,000) | (10,134,000) | |
Goodwill, Ending Balance | 414,820,000 | 401,469,000 | |
Steel Processing | |||
Goodwill [Line Items] | |||
Goodwill, Beginning Balance | 80,033,000 | 20,218,000 | |
Acquisitions and purchase accounting adjustments | [1] | (801,000) | 60,115,000 |
Translation adjustments | (590,000) | (300,000) | |
Goodwill, Ending Balance | 78,642,000 | 80,033,000 | |
Consumer products | |||
Goodwill [Line Items] | |||
Goodwill, Beginning Balance | [2] | 241,373,000 | 240,941,000 |
Acquisitions and purchase accounting adjustments | [1],[2] | 15,947,000 | 432,000 |
Goodwill, Ending Balance | [2] | 257,320,000 | 241,373,000 |
Building Products | |||
Goodwill [Line Items] | |||
Goodwill, Beginning Balance | [2] | 65,408,000 | 72,273,000 |
Translation adjustments | [2] | (195,000) | (6,865,000) |
Goodwill, Ending Balance | [2] | 65,213,000 | 65,408,000 |
Sustainable Energy Solutions | |||
Goodwill [Line Items] | |||
Goodwill, Beginning Balance | [2] | 14,655,000 | 17,624,000 |
Translation adjustments | [2] | (1,010,000) | (2,969,000) |
Goodwill, Ending Balance | [2] | 13,645,000 | 14,655,000 |
Other | |||
Goodwill [Line Items] | |||
Goodwill, Beginning Balance | 0 | ||
Goodwill, Ending Balance | $ 0 | $ 0 | |
[1] For additional information regarding our acquisitions, refer to “Note Q - Acquisitions.” In connection with the realignment of the our legacy Pressure Cylinders business, as discussed further in “ Note P - Segment Data ”, the goodwill of our legacy Pressure Cylinders business unit was allocated to the new reporting units on a relative fair value basis. |
Goodwill and Other Long-Lived_4
Goodwill and Other Long-Lived Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Feb. 28, 2021 | May 31, 2023 | May 31, 2022 | May 31, 2021 | |||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Goodwill | $ 414,820,000 | $ 401,469,000 | $ 351,056,000 | |||
Amortization expense | $ 18,221,000 | 14,937,000 | 12,257,000 | |||
Number of plans | two | |||||
Assets held for sale | $ 3,381,000 | 20,318,000 | ||||
Impairment of long-lived assets | 2,596,000 | 3,076,000 | 13,739,000 | |||
Operating lease assets | 99,967,000 | 98,769,000 | ||||
Other | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Goodwill | 0 | 0 | ||||
Impairment charge of long-lived assets | 11,810,000 | |||||
Impairment of goodwill | 198,290,000 | 198,290,000 | ||||
Cryogenics | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Impairment charge of long-lived assets | 3,662,000 | |||||
Impairment of long-lived assets | 4,333,000 | |||||
Jefferson | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Impairment of long-lived assets | 1,423,000 | |||||
Superior Tools | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Impairment of long-lived assets | 506,000 | |||||
Building Products | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Goodwill | [1] | 65,213,000 | 65,408,000 | 72,273,000 | ||
Impairment charge of long-lived assets | 484,000 | 1,423,000 | ||||
Fixed Assets | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Assets held for sale | 2,623,000 | |||||
Impairment charge of long-lived assets | 2,112,000 | |||||
Production Equipment Member | Twinsburg | Samuel Joint Ventures Facility | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Impairment charge of long-lived assets | $ 3,076,000 | |||||
Fair Value, Nonrecurring | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Fair market value of assets | 2,693,000 | 700,000 | ||||
Fair Value, Nonrecurring | Fair Value, Inputs, Level 2 | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Fair market value of assets | 2,693,000 | $ 700,000 | ||||
Long Lived Assets Held And Used | Jefferson | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Carrying value long-lived assets | 1,823,000 | |||||
Long Lived Assets Held And Used | Jefferson | Building Products Facility | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Impairment of non cash charge | 484,000 | |||||
Long Lived Assets Held And Used | Fair Value, Inputs, Level 2 | Cryogenics | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Fair market value of assets | 9,193,000 | |||||
Carrying value long-lived assets | 13,526,000 | |||||
Long Lived Assets Held And Used | Fair Value, Nonrecurring | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Fair market value of assets | [2] | 70,000 | ||||
Impairment charge of long-lived assets | 1,441,000 | |||||
Fixed asset net book value | 7,375,000 | |||||
Intangible assets with net book value | 2,374,000 | |||||
Long Lived Assets Held And Used | Fair Value, Nonrecurring | Jefferson | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Fair market value of assets | 400,000 | |||||
Long Lived Assets Held And Used | Fair Value, Nonrecurring | Fair Value, Inputs, Level 2 | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Fair market value of assets | $ 70,000 | [2] | 5,934,000 | |||
Long Lived Assets Held And Used | Fair Value, Nonrecurring | Fair Value, Inputs, Level 3 | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Impairment charge of long-lived assets | $ 2,374,000 | |||||
Minimum | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Definite-lived intangible assets, estimated useful lives | 10 years | |||||
Maximum | ||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||
Definite-lived intangible assets, estimated useful lives | 20 years | |||||
[1] In connection with the realignment of the our legacy Pressure Cylinders business, as discussed further in “ Note P - Segment Data ”, the goodwill of our legacy Pressure Cylinders business unit was allocated to the new reporting units on a relative fair value basis. Comprised of certain assets associated with a capital project at our Building Products facility in Jefferson, Ohio which were written down to their estimated salvage value of $ 70 . These assets continue to be held and used. Refer to “Note E – Goodwill and Other Long-Lived Assets ” for additional information. |
Goodwill and Other Long-Lived_5
Goodwill and Other Long-Lived Assets - Summary of Other Intangible Assets by Class (Detail) - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 |
Other Intangible Assets [Line Items] | ||
Indefinite-lived intangibles assets, Cost | $ 114,701 | $ 101,201 |
Definite-lived intangibles assets, Cost | 311,727 | 291,789 |
Total intangible assets, Cost | 426,428 | 392,990 |
Total intangible assets, Accumulated Amortization | 112,202 | 93,973 |
Definite-lived intangible assets, Accumulated Amortization | 112,202 | 93,973 |
Trademarks | ||
Other Intangible Assets [Line Items] | ||
Indefinite-lived intangibles assets, Cost | 113,401 | 99,901 |
Customer relationships | ||
Other Intangible Assets [Line Items] | ||
Definite-lived intangibles assets, Cost | 271,831 | 258,647 |
Definite-lived intangible assets, Accumulated Amortization | 98,295 | 83,776 |
Non-compete agreements | ||
Other Intangible Assets [Line Items] | ||
Definite-lived intangibles assets, Cost | 4,668 | 4,388 |
Definite-lived intangible assets, Accumulated Amortization | 4,385 | 4,195 |
Technology / know-how | ||
Other Intangible Assets [Line Items] | ||
Definite-lived intangibles assets, Cost | 30,418 | 23,924 |
Definite-lived intangible assets, Accumulated Amortization | 7,669 | 5,088 |
In-process research & development | ||
Other Intangible Assets [Line Items] | ||
Indefinite-lived intangibles assets, Cost | 1,300 | 1,300 |
Other | ||
Other Intangible Assets [Line Items] | ||
Definite-lived intangibles assets, Cost | 4,810 | 4,830 |
Definite-lived intangible assets, Accumulated Amortization | $ 1,853 | $ 914 |
Goodwill and Other Long-Lived_6
Goodwill and Other Long-Lived Assets - Estimated Amortization Expense (Detail) $ in Thousands | May 31, 2023 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2024 | $ 17,937 |
2025 | 17,661 |
2026 | 17,282 |
2027 | 16,756 |
2028 | $ 16,438 |
Restructuring and Other (Inco_3
Restructuring and Other (Income) Expense, Net - Schedule of Progression of Liabilities Associated with Restructuring Activities, Combined with Reconciliation to Restructuring and Other Income, Net (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | $ 541 | $ 1,220 | |
Expense (income) | (445) | ||
Payments | (368) | ||
Adjustments | 134 | ||
Ending Balance | 541 | $ 1,220 | |
Net gain on sale of assets | (5,466) | 15,794 | |
Gain on lease buyout | (857) | ||
Restructuring and other (income) expense, net | (4,571) | (17,096) | 56,097 |
Early Retirement And Severance | |||
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | 541 | 771 | |
Expense (income) | 895 | 4 | |
Payments | (1,301) | (368) | |
Adjustments | 134 | ||
Ending Balance | $ 135 | 541 | 771 |
Facility Exit And Other Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | 449 | ||
Expense (income) | $ (449) | ||
Ending Balance | $ 449 |
Restructuring and Other (Inco_4
Restructuring and Other (Income) Expense, Net - Schedule of Progression of Liabilities Associated with Restructuring Activities, Combined with Reconciliation to Restructuring and Other Income, Net (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||||
Oct. 31, 2022 | Jun. 14, 2022 | Sep. 10, 2021 | Jun. 09, 2021 | May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||||||
Pre-tax gain on sale of joint venture facility | $ 2,063 | ||||||
Operating lease buy out payment | $ 1,100 | ||||||
Operating lease buyout pretax gain | $ 857 | ||||||
Net (gain) loss on sale of assets | 5,466 | $ (15,794) | |||||
Restructuring and other income, net | (4,571) | (17,096) | $ 56,097 | ||||
Restructuring and other (income) expense, net | (445) | ||||||
WSP Joint Venture | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Net cash proceeds | $ 21,277 | $ 19,850 | |||||
Pre-tax gain on sale of joint venture facility | 3,926 | 12,244 | |||||
Net assets previously classified as held for sale | 14,263 | 7,606 | |||||
Net proceeds from sale of business | 21,277 | $ 19,850 | |||||
Amount held in escrow | $ 2,000 | ||||||
Wooster and Bremen, Ohio | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Net cash proceeds | 8,723 | ||||||
Pre-tax gain on sale of joint venture facility | 860 | ||||||
Net assets previously classified as held for sale | 7,863 | ||||||
Net proceeds from sale of business | $ 8,723 | ||||||
Decatur Alabama Steel Processing Facility | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Net cash proceeds | 4,000 | ||||||
Pre-tax gain on sale of joint venture facility | 2,634 | ||||||
Net assets previously classified as held for sale | 1,366 | ||||||
Net proceeds from sale of business | $ 4,000 | ||||||
Tulsa, Oklahoma | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Net cash proceeds | $ 5,775 | ||||||
Pre-tax gain on sale of joint venture facility | 1,177 | ||||||
Net proceeds from sale of business | $ 5,775 |
Guarantees - Additional Informa
Guarantees - Additional Information (Detail) | 12 Months Ended |
May 31, 2023 USD ($) | |
Stand-by Letters of Credit | |
Guarantor Obligations [Line Items] | |
Letter of credit amount outstanding | $ 14,137,000 |
Drawn amount of letter of credit outstanding | 0 |
Operating Lease of Aircraft | |
Guarantor Obligations [Line Items] | |
Maximum potential obligation | $ 16,836,000 |
Debt and Receivables Securiti_3
Debt and Receivables Securitization - Summary of Long-term Debt and Short-term Borrowings Outstanding (Detail) - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 |
Debt Instrument [Line Items] | ||
Short-term borrowings | $ 2,813 | $ 47,997 |
Total debt | 694,976 | 747,193 |
Unamortized discount and debt issuance costs | (2,181) | (2,586) |
Total debt, net | 692,795 | 744,607 |
Less: current maturities and short-term borrowings | 3,077 | 48,262 |
Total long-term debt | 689,718 | 696,345 |
1.56% Series A Senior Note due August 23, 2031 | ||
Debt Instrument [Line Items] | ||
Senior notes | 39,226 | 39,382 |
1.90% Series B Senior Notes due August 23, 2034 | ||
Debt Instrument [Line Items] | ||
Senior notes | 58,786 | 59,019 |
4.30% Senior Notes due August 1, 2032 | ||
Debt Instrument [Line Items] | ||
Senior notes | 200,000 | 200,000 |
4.55% Senior Notes due April 15, 2026 | ||
Debt Instrument [Line Items] | ||
Senior notes | 243,623 | 250,000 |
4.60% Senior Notes due August 10, 2024 | ||
Debt Instrument [Line Items] | ||
Senior notes | 150,000 | 150,000 |
Other Debt | ||
Debt Instrument [Line Items] | ||
Debt | $ 528 | $ 795 |
Debt and Receivables Securiti_4
Debt and Receivables Securitization - Summary of Long-term Debt and Short-term Borrowings Outstanding (Parenthetical) (Detail) | 12 Months Ended | ||||
Aug. 10, 2012 | May 31, 2023 | May 31, 2022 | Jul. 28, 2017 | Apr. 15, 2014 | |
1.56% Series A Senior Note due August 23, 2031 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 1.56% | 1.56% | |||
Debt, maturity date | Aug. 23, 2031 | Aug. 23, 2031 | |||
1.90% Series B Senior Notes due August 23, 2034 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 1.90% | 1.90% | |||
Debt, maturity date | Aug. 23, 2034 | Aug. 23, 2034 | |||
4.30% Senior Notes due August 1, 2032 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 4.30% | 4.30% | 4.30% | ||
Debt, maturity date | Aug. 01, 2032 | Aug. 01, 2032 | |||
4.55% Senior Notes due April 15, 2026 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 4.55% | 4.55% | 4.55% | ||
Debt, maturity date | Apr. 15, 2026 | Apr. 15, 2026 | |||
4.60% Senior Notes due August 10, 2024 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 4.60% | 4.60% | 4.60% | ||
Debt, maturity date | Aug. 10, 2024 | Aug. 10, 2024 | Aug. 10, 2024 |
Debt and Receivables Securiti_5
Debt and Receivables Securitization - Maturities on Long-term Debt and Short-term Borrowings (Detail) $ in Thousands | May 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 3,077 |
2025 | 150,264 |
2026 | 243,623 |
Thereafter | 298,012 |
Total | $ 694,976 |
Debt and Receivables Securiti_6
Debt and Receivables Securitization - Additional Information (Detail) | 1 Months Ended | 12 Months Ended | ||||||||
Aug. 23, 2019 EUR (€) | Apr. 15, 2014 USD ($) | Aug. 10, 2012 USD ($) | Jun. 30, 2017 USD ($) | May 31, 2023 USD ($) | May 31, 2022 USD ($) | May 19, 2022 USD ($) | Aug. 23, 2019 USD ($) Subsidiaries | Aug. 23, 2019 EUR (€) Subsidiaries | Jul. 28, 2017 USD ($) | |
Debt And Receivables Securitization [Line Items] | ||||||||||
Number of European subsidiaries | Subsidiaries | 2 | 2 | ||||||||
Debt Issuance Costs, Net | $ 134 | |||||||||
Short-term loan facilities | $ 2,813,000 | $ 47,997,000 | ||||||||
Line of credit facility, description | We maintain a $500,000 multi-year revolving credit facility scheduled to mature on August 20, 2026 (the “Credit Facility”) with a group of lenders. Borrowings under the Credit Facility have maturities of up to one year. We have the option to borrow at rates equal to an applicable margin over the Simple SOFR Rate, the Prime Rate of PNC Bank, National Association or the Overnight Bank Funding Rate. | |||||||||
AR Facility | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Maximum borrowing capacity | $ 175,000,000 | |||||||||
Borrowings outstanding | $ 0 | |||||||||
Facility fees incurred | 547,000 | |||||||||
Remaining borrowing capacity | 175,000,000 | |||||||||
Unsecured Revolving Credit Facility | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Remaining borrowing capacity | $ 500,000 | |||||||||
Unsecured Revolving Credit Facility | Maximum | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Debt maturity period | 1 year | |||||||||
Stand-by Letters of Credit | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Letter of credit amount outstanding | $ 14,137,000 | |||||||||
Tempel China | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Effective interest rate | 3.57% | |||||||||
Short-term loan facilities | $ 2,813,000 | |||||||||
Revolving credit facility | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Principal amount | $ 500,000 | |||||||||
4.30% Senior Notes due August 1, 2032 | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Debt, interest rate | 4.30% | 4.30% | 4.30% | |||||||
Debt, maturity date | Aug. 01, 2032 | Aug. 01, 2032 | ||||||||
Unamortized portion of debt issuance costs | $ 1,293,000 | $ 1,434,000 | ||||||||
Price of debt instrument sold to the public as a percentage of principal amount | 99.901% | |||||||||
Effective interest rate | 4.309% | |||||||||
Unamortized debt discount | $ 121,000 | $ 134,000 | $ 198 | |||||||
Debt issuance cost | $ 2,116 | |||||||||
4.30% Senior Notes due August 1, 2032 | Interest Rate Swap | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Notional Amount | $ 150,000 | |||||||||
Gain (Loss) Reclassified from Accumulated OCI (Effective Portion) | $ 3,098 | |||||||||
4.55% Senior Notes due April 15, 2026 | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Debt, interest rate | 4.55% | 4.55% | 4.55% | |||||||
Debt, maturity date | Apr. 15, 2026 | Apr. 15, 2026 | ||||||||
Unamortized portion of debt issuance costs | $ 538,000 | $ 728,000 | ||||||||
Price of debt instrument sold to the public as a percentage of principal amount | 99.789% | |||||||||
Effective interest rate | 4.573% | |||||||||
Unamortized debt discount | $ 528 | $ 125,000 | $ 169,000 | |||||||
Debt issuance cost | 2,279 | |||||||||
Settlement of hedge interest | $ (3,081) | |||||||||
4.60% Senior Notes due August 10, 2024 | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Principal amount | $ 150,000 | |||||||||
Debt, interest rate | 4.60% | 4.60% | 4.60% | |||||||
Debt, maturity date | Aug. 10, 2024 | Aug. 10, 2024 | Aug. 10, 2024 | |||||||
Unamortized portion of debt issuance costs | $ 8,000 | $ 15,000 | ||||||||
Debt issuance cost | $ 80 | |||||||||
Series A and Series B Senior Unsecured Notes | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Unamortized portion of debt issuance costs | 96,000 | $ 106,000 | ||||||||
2026 Notes | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Repurchase amount | 6,377,000 | |||||||||
Gain (loss) on repurchase of debt instrument | $ 86,000 | |||||||||
Senior Notes Series A 1.56% | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Principal amount | € | € 36,700 | |||||||||
Debt, interest rate | 1.56% | 1.56% | ||||||||
Debt, maturity date | Aug. 23, 2031 | |||||||||
Debt to be repaid | € | € 30,000 | |||||||||
Debt instrument payments date | Aug. 23, 2029 | |||||||||
Remaining debt to repaid | € | € 6,700 | |||||||||
Senior Notes Series B | ||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||
Principal amount | € | € 55,000 | |||||||||
Debt, interest rate | 1.90% | 1.90% | ||||||||
Debt, maturity date | Aug. 23, 2034 | |||||||||
Debt to be repaid | € | € 23,300 | |||||||||
Debt instrument payments date | Aug. 23, 2031 | |||||||||
Remaining debt to repaid | € | € 31,700 |
Comprehensive Income (Loss) - S
Comprehensive Income (Loss) - Summary of Tax Effects on Each Component of Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Components Of Other Comprehensive Income Loss [Abstract] | |||
Foreign currency translation, before tax | $ (6,774) | $ (15,808) | $ 9,958 |
Foreign currency translation, tax | (39) | (1,281) | 963 |
Foreign currency translation, net of tax | (6,813) | (17,089) | 10,921 |
Pension liability adjustment, before tax | 5,915 | 12,647 | 7,684 |
Pension liability adjustment, tax | (1,401) | (2,936) | (1,753) |
Pension liability adjustment, net of tax | 4,514 | 9,711 | 5,931 |
Cash flow hedges, before tax | 2,585 | (79,677) | 83,434 |
Cash flow hedges, tax | (615) | 18,818 | (19,682) |
Cash flow hedges, net of tax | 1,970 | (60,859) | 63,752 |
Other comprehensive income (loss), before tax | 1,726 | (82,838) | 101,076 |
Other comprehensive income (loss), tax | (2,055) | 14,601 | (20,472) |
Other comprehensive income (loss) | $ (329) | $ (68,237) | $ 80,604 |
Comprehensive Income (Loss) - C
Comprehensive Income (Loss) - Components of Changes in AOCI (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
May 31, 2023 | May 31, 2022 | May 31, 2021 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | $ 1,613,962 | $ 1,551,695 | $ 966,433 | |
Income tax effect | (2,055) | 14,601 | (20,472) | |
Balance | 1,821,628 | 1,613,962 | 1,551,695 | |
Foreign Currency Translation | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | (15,310) | 1,779 | ||
Other comprehensive income (loss) before reclassifications | (6,774) | (15,808) | ||
Income tax effect | (39) | (1,281) | ||
Balance | (22,123) | (15,310) | 1,779 | |
Pension Liability Adjustment | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | (6,244) | (15,955) | ||
Other comprehensive income (loss) before reclassifications | 559 | 12,101 | ||
Reclassification adjustments to income | [1] | 5,356 | 546 | |
Income tax effect | (1,401) | (2,936) | ||
Balance | (1,730) | (6,244) | (15,955) | |
Cash Flow Hedges | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | (1,296) | 59,563 | ||
Other comprehensive income (loss) before reclassifications | (22,873) | 19,175 | ||
Reclassification adjustments to income | [1] | 25,458 | (98,852) | |
Income tax effect | (615) | 18,818 | ||
Balance | 674 | (1,296) | 59,563 | |
Accumulated Other Comprehensive Income (Loss) | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | (22,850) | 45,387 | (35,217) | |
Other comprehensive income (loss) before reclassifications | (29,088) | 15,468 | ||
Reclassification adjustments to income | [1] | 30,814 | (98,306) | |
Income tax effect | (2,055) | 14,601 | ||
Balance | $ (23,179) | $ (22,850) | $ 45,387 | |
[1] The statement of earnings classification of amounts reclassified to net income include: (1) Pension liability adjustment – As disclosed in “Note M – Employee Pension Plans”, includes a reclassification adjustment of $ 4,774 related to the pension lift-out transaction to transfer a portion of the total projected benefit obligation of the Gerstenslager Company Bargaining Unit Employees’ Pension Plan to a third-party insurance company. As a result of this transaction: 1) we incurred a non-cash settlement charge of $ 4,774 recorded in miscellaneous income (expense), net in the consolidated statement of earnings; 2) we were relieved of all responsibility for these pension obligations; and 3) the insurance company is now required to pay and administer the retirement benefits owed to 220 beneficiaries; and (2) Cash flow hedges – disclosed in “Note R – Derivative Financial Instruments and Hedging Activities. ” |
Comprehensive Income (Loss) -_2
Comprehensive Income (Loss) - Components of Changes in AOCI (Parenthetical) (Detail) $ in Thousands | 12 Months Ended | |||
May 31, 2023 USD ($) Beneficiary | May 31, 2022 USD ($) | May 31, 2021 USD ($) | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Settlement cost | [1] | $ 4,774 | $ 1,357 | $ 18 |
Non-cash settlement charge | $ 4,774 | |||
Number of beneficiaries to pay and administer the retirement benefits owed | Beneficiary | 220 | |||
Pension Liability Adjustment | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Settlement cost | $ 4,774 | |||
[1] Relates to the settlement of certain participant balances within the Gerstenslager Plan. During fiscal 2023 and fiscal 2022, we also incurred $ 135 and $ 85 , respectively, in net periodic benefit cost related to the Tempel Steel Company Postretirement Benefit Plan. |
Comprehensive Income (Loss) - A
Comprehensive Income (Loss) - Additional Information (Detail) $ in Thousands | 12 Months Ended |
May 31, 2023 USD ($) | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Gains in accumulated other comprehensive income, estimate of time of transfer | 12 months |
Gain in accumulated other comprehensive income expected to be reclassified into net income | $ 4 |
Gain in accumulated other comprehensive income expected to be reclassified into net income, tax | $ 1 |
Equity - Additional Information
Equity - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||
May 31, 2023 | May 31, 2022 | May 31, 2021 | Mar. 24, 2021 | Mar. 20, 2019 | |
Equity [Abstract] | |||||
Common Stock shares authorized for repurchase | 5,618,000 | 6,600,000 | |||
Common Stock remaining shares authorized for repurchase | 6,065,000 | ||||
Repurchase of common shares | $ 180,248 | $ 192,054 | |||
Repurchases and retirement of common shares (in shares) | 0 | 3,235,000 | 4,018,000 | ||
Deferred compensation obligation credited to common share option | $ 725 | $ 592 | $ 556 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||||||||
Jun. 25, 2023 | Jun. 24, 2022 | Jun. 25, 2020 | Sep. 25, 2019 | Sep. 26, 2018 | May 31, 2023 | May 31, 2022 | May 31, 2021 | May 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Common stock authorized for issuance | 3,072 | ||||||||
Pre-tax stock-based compensation expense | $ 19,178 | $ 16,100 | $ 19,129 | ||||||
Stock based compensation expense, after tax | 14,786 | 12,349 | 14,729 | ||||||
Unrecognized compensation cost | $ 23,009 | ||||||||
Unrecognized compensation cost related to non-vested awards, expense period | 3 years | ||||||||
Non-Qualified Stock Options | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Purchase price percentage of fair market value on the grant date for stock options | 100% | ||||||||
Stock options expiration period | 10 years | ||||||||
Pre-tax stock-based compensation expense | $ 1,381 | 1,077 | 1,213 | ||||||
Total intrinsic value of stock options exercised | 2,574 | ||||||||
Cash received from the exercise of stock options | 3,093 | ||||||||
Tax benefit realized from share-based payment awards | $ 619 | ||||||||
Non-Qualified Stock Options | First Anniversary | Issued On or After June 30, 2011 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting percentage | 33% | ||||||||
Non-Qualified Stock Options | Second Anniversary | Issued On or After June 30, 2011 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting percentage | 33% | ||||||||
Non-Qualified Stock Options | Third Anniversary | Issued On or After June 30, 2011 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting percentage | 33% | ||||||||
Non-Qualified Stock Options | Maximum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Purchase price percentage of fair market value on the grant date for stock options | 100% | ||||||||
Service-Based Restricted Common Shares | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Pre-tax stock-based compensation expense | $ 17,884 | $ 10,993 | $ 11,985 | ||||||
Pre-tax stock-based compensation, period of recognition | 3 years | ||||||||
Restricted common shares, granted | 358 | 192 | 307 | ||||||
Weighted average grant date fair value, per common share | $ 49.89 | $ 57.19 | $ 38.99 | ||||||
Restricted common shares, outstanding | 800 | 650 | 777 | 643 | |||||
Restricted common shares, vested | 184 | 295 | 146 | ||||||
Market-Based Restricted Common Shares | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Pre-tax stock-based compensation, period of recognition | 3 years | 5 years | 5 years | 5 years | |||||
Restricted common shares, granted | 45 | 10 | 50 | 225 | |||||
Common share awards vesting, minimum price per share | $ 65 | $ 65 | $ 65 | $ 65 | |||||
Common share awards vesting, minimum consecutive days at stated price | 90 days | 90 days | 90 days | 90 days | |||||
Weighted average grant date fair value, per common share | $ 20.87 | $ 35.49 | $ 14.31 | $ 23.38 | |||||
Pre-tax stock-based compensation | $ 355 | $ 939 | $ 716 | $ 5,261 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Non-qualified Stock Options Granted (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted | 84 | 55 | 116 |
Weighted average exercise price, per common share | $ 46.39 | $ 60.19 | $ 36.93 |
Weighted average grant date fair value, per common share | $ 16.36 | $ 19.76 | $ 10.43 |
Stock-based compensation | $ 19,178 | $ 16,100 | $ 19,129 |
Non-Qualified Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $ 1,381 | $ 1,077 | $ 1,213 |
Stock-Based Compensation - Assu
Stock-Based Compensation - Assumptions To Value Stock Options (Detail) - Non-Qualified Stock Options | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 2.33% | 2.10% | 2.94% |
Expected volatility | 41.63% | 41.62% | 40.82% |
Risk-free interest rate | 3.19% | 1.10% | 0.43% |
Expected life (years) | 6 years | 6 years | 6 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Stock Options | |||
Outstanding, beginning of year | 602 | 602 | 1,352 |
Granted | 84 | 55 | 116 |
Exercised | (113) | (53) | (854) |
Forfeited | (2) | (12) | |
Outstanding, end of year | 573 | 602 | 602 |
Exercisable at end of year | 418 | 447 | 389 |
Weighted Average Exercise Price | |||
Outstanding, beginning of year | $ 39.66 | $ 36.44 | $ 27.34 |
Granted | 46.39 | 60.19 | 36.93 |
Exercised | 29.71 | 23.80 | 22.16 |
Forfeited | 44.69 | 31.52 | |
Outstanding, end of year | 42.61 | 39.66 | 36.44 |
Exercisable at end of year | $ 40.84 | $ 37.68 | $ 35.55 |
Weighted Average Remaining Contractual Life (in years) | |||
Outstanding | 5 years 5 months 19 days | 5 years 1 month 24 days | 5 years 7 months 9 days |
Exercisable | 4 years 4 months 17 days | 4 years 1 month 2 days | 4 years 1 month 24 days |
Aggregate intrinsic value | |||
Outstanding | $ 7,970 | $ 4,987 | $ 18,037 |
Exercisable | $ 6,472 | $ 4,065 | $ 12,415 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Non-Vested Stock Option Awards (Detail) - $ / shares shares in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Number of Stock Options | |||
Non-vested, beginning of year | 155 | ||
Granted | 84 | 55 | 116 |
Vested | (84) | ||
Non-vested, end of year | 155 | 155 | |
Weighted Average Grant Date Fair Value Per Common Share | |||
Non-vested, beginning of year | $ 13.66 | ||
Granted | 16.36 | ||
Vested | 12.40 | ||
Non-vested, end of year | $ 15.80 | $ 13.66 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Service-Based Restricted Common Shares Granted (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $ 19,178 | $ 16,100 | $ 19,129 |
Service-Based Restricted Common Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted | 358 | 192 | 307 |
Weighted average grant date fair value, per common share | $ 49.89 | $ 57.19 | $ 38.99 |
Stock-based compensation | $ 17,884 | $ 10,993 | $ 11,985 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Activity for Service-Based Restricted Common Shares (Detail) - Service-Based Restricted Common Shares - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Restricted Common Shares | |||
Outstanding, beginning of year | 650 | 777 | 643 |
Granted | 358 | 192 | 307 |
Vested | (184) | (295) | (146) |
Forfeited | (24) | (24) | (27) |
Outstanding, end of year | 800 | 650 | 777 |
Weighted Average Grant Date Fair Value | |||
Outstanding, beginning of year | $ 44.12 | $ 40.36 | $ 41.79 |
Granted | 49.89 | 57.19 | 38.99 |
Vested | 40.52 | 42.90 | 43.41 |
Forfeited | 48.94 | 42.36 | 42.15 |
Outstanding, end of year | $ 47.39 | $ 44.12 | $ 40.36 |
Weighted Average Remaining Contractual Life (in years) | |||
Weighted average remaining contractual life of outstanding restricted common shares (in years) | 1 year 3 months 10 days | 1 year 3 months | 1 year 3 months 29 days |
Aggregate intrinsic value | |||
Aggregate intrinsic value of outstanding restricted common shares | $ 44,926 | $ 30,283 | $ 51,541 |
Aggregate intrinsic value of restricted common shares vested during the year | $ 8,897 | $ 16,534 | $ 5,873 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Assumptions Used to Determine Grant Date Fair Value of Market Based Restricted Common Shares (Detail) - Market-Based Restricted Common Shares | Jun. 24, 2022 | Jun. 25, 2020 | Sep. 25, 2019 | Sep. 26, 2018 |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Dividend yield | 2.67% | 2.71% | 2.69% | 2.16% |
Expected volatility | 43% | 41.50% | 34.90% | 33.60% |
Risk-free interest rate | 3.18% | 0.32% | 1.60% | 2.96% |
Stock-Based Compensation - Perf
Stock-Based Compensation - Performance Shares Granted (Detail) - Performance Shares - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted | 68 | 36 | 64 |
Weighted average grant date fair value, per common share | $ 46.39 | $ 60.19 | $ 36.93 |
Pre-tax stock-based compensation | $ 3,153 | $ 2,191 | $ 2,362 |
Stock-Based Compensation - Su_4
Stock-Based Compensation - Summary of Performance Share Award Activity (Detail) - Performance Award Activity - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
May 31, 2023 | May 31, 2022 | May 31, 2021 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Outstanding, beginning of year | 160 | 177 | 158 | |
Granted | [1] | 118 | 67 | 65 |
Vested | (89) | (65) | (3) | |
Forfeited | (17) | (19) | (43) | |
Outstanding, end of year | 172 | 160 | 177 | |
Weighted Average Grant Date Fair Value | ||||
Outstanding, beginning of year | $ 42.93 | $ 39.23 | $ 42.45 | |
Granted | [1] | 43.40 | 52.22 | 36.93 |
Vested | 38.91 | 42.82 | 47.76 | |
Forfeited | 39.36 | 41.80 | 46.86 | |
Outstanding, end of year | $ 46.37 | $ 42.93 | $ 39.23 | |
Weighted Average Remaining Contractual Life (in years) | ||||
Weighted average remaining contractual life of outstanding restricted common shares (in years) | 1 year 7 months 2 days | 10 months 24 days | 1 year 2 months 1 day | |
Aggregate intrinsic value | ||||
Aggregate intrinsic value of outstanding restricted common shares | $ 9,636 | $ 7,445 | $ 11,730 | |
Aggregate intrinsic value of restricted common shares vested during the year | $ 4,056 | $ 3,994 | $ 100 | |
[1] Includes common shares related to previously granted awards that paid out at percentages above target levels. |
Employee Pension Plans - Additi
Employee Pension Plans - Additional Information (Detail) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Aug. 31, 2022 USD ($) Beneficiary | May 31, 2023 USD ($) | May 31, 2022 USD ($) | May 31, 2021 USD ($) | Dec. 01, 2021 USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | |||||
Description of investment policy and strategy for the defined benefit plan | The investment policy and strategy for the defined benefit plans is: (i) long-term in nature with liquidity requirements that are anticipated to be minimal due to the projected normal retirement date of the average employee and the current average age of participants; (ii) to earn nominal returns, net of investment fees, equal to or in excess of the defined benefit plans’ respective liability growth rate; and (iii) to include a diversified asset allocation of domestic and international equities and fixed income investments. | ||||
Expected employer contribution to defined benefit plan during fiscal 2024 | $ 1,669 | ||||
Net periodic benefit cost | $ 23,866 | $ 18,087 | $ 17,554 | ||
Discount rate | 4.25% | 2.74% | 2.65% | ||
Gerstenslager Company | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined benefit plan, funded percentage | 31% | ||||
Defined benefit plan, benefit obligation, non-cash settlement charge | $ 4,774 | ||||
Number of beneficiaries owed | Beneficiary | 220 | ||||
Tempel Steel Company | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Pension and other postretirement benefit obligations, net | $ 40,160 | ||||
Net periodic benefit cost | $ 135 | $ 85 | |||
Australian Sustainable Energy Solutions | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Accrued liability of unfunded plans included in other liabilities | $ 6,045 | $ 6,249 | |||
Assumed salary rate increase | 2.75% | 2.75% | 2.75% | ||
Discount rate | 4% | 1.90% | 1.10% |
Employee Pension Plans - Compon
Employee Pension Plans - Components of Net Periodic Pension Costs for Defined Benefit Pension Plans (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
May 31, 2023 | May 31, 2022 | May 31, 2021 | ||
Retirement Benefits [Abstract] | ||||
Interest cost | $ 4,393 | $ 2,621 | $ 1,205 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) Excluding Service Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Nonoperating Income (Expense) | Other Nonoperating Income (Expense) | Other Nonoperating Income (Expense) | |
Return on plan assets | $ (5,092) | $ (4,473) | $ (4,289) | |
Net amortization and deferral costs | $ 191 | $ 546 | $ 3,058 | |
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Amortization of Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Nonoperating Income (Expense) | Other Nonoperating Income (Expense) | Other Nonoperating Income (Expense) | |
Settlement cost | [1] | $ 4,774 | $ 1,357 | $ 18 |
Defined contribution plans | 19,600 | 18,036 | 17,562 | |
Net periodic benefit cost | $ 23,866 | $ 18,087 | $ 17,554 | |
[1] Relates to the settlement of certain participant balances within the Gerstenslager Plan. During fiscal 2023 and fiscal 2022, we also incurred $ 135 and $ 85 , respectively, in net periodic benefit cost related to the Tempel Steel Company Postretirement Benefit Plan. |
Employee Pension Plans - Weight
Employee Pension Plans - Weighted-Average Assumptions Used used to Determine Unfunded Benefit Obligation and Net Periodic Benefit Cost (Detail) | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Benefit obligation: | |||
Discount rate | 4.78% | 4.27% | 2.90% |
Net periodic pension cost: | |||
Discount rate | 4.25% | 2.74% | 2.65% |
Expected long-term rate of return | 6.25% | 6.75% | 7% |
Employee Pension Plans - Reconc
Employee Pension Plans - Reconciliation of Changes in Projected Benefit Obligation and Fair Value of Plan Assets and Funded Status of Defined-benefit Plans (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Change in benefit obligation | |||
Interest cost | $ 4,393 | $ 2,621 | $ 1,205 |
Change in plan assets | |||
Return on plan assets | 5,092 | 4,473 | 4,289 |
Pension Benefit | |||
Change in benefit obligation | |||
Benefit obligation, beginning of year | 113,567 | 41,195 | |
Interest cost | 4,391 | 2,621 | |
Actuarial gain | (5,420) | (24,755) | |
Benefits paid | (6,662) | (4,511) | |
Settlements | (9,446) | (2,929) | |
Benefit obligations acquired | 101,946 | ||
Benefits obligation, end of year | 96,430 | 113,567 | 41,195 |
Change in plan assets | |||
Fair value, beginning of year | 83,393 | 33,136 | |
Return on plan assets | (1,137) | (11,379) | |
Company contributions | 6,837 | 2,308 | |
Benefits paid | (6,662) | (4,511) | |
Settlements | (9,446) | (2,929) | |
Plan assets acquired | 66,768 | ||
Fair value, end of year | 72,985 | 83,393 | $ 33,136 |
Funded status | (23,445) | (30,174) | |
Amounts recognized in our consolidated balance sheets consist of: | |||
Amounts recognized in our consolidated balance sheets | 2,580 | 6,736 | |
Amounts recognized in AOCI consist of: | |||
Net loss (income) | 2,580 | 6,736 | |
Total | 2,580 | 6,736 | |
Other Benefits | |||
Change in benefit obligation | |||
Benefit obligation, beginning of year | 4,077 | ||
Service cost | 18 | 15 | |
Interest cost | 168 | 70 | |
Plan amendments | (441) | ||
Actuarial gain | (281) | (873) | |
Benefits paid | (174) | (125) | |
Participant contributions | 8 | ||
Benefit obligations acquired | 4,982 | ||
Benefits obligation, end of year | 3,367 | 4,077 | |
Change in plan assets | |||
Company contributions | 174 | 117 | |
Benefits paid | (174) | (125) | |
Participant contributions | 8 | ||
Funded status | (3,367) | (4,077) | |
Amounts recognized in our consolidated balance sheets consist of: | |||
Amounts recognized in our consolidated balance sheets | 1,544 | (873) | |
Amounts recognized in AOCI consist of: | |||
Net loss (income) | (1,103) | (873) | |
Net prior service (credit)/cost | (441) | ||
Total | 1,544 | (873) | |
Other Liabilities | Pension Benefit | |||
Amounts recognized in our consolidated balance sheets consist of: | |||
Amounts recognized in our consolidated balance sheets | (23,445) | (30,174) | |
Amounts recognized in AOCI consist of: | |||
Total | (23,445) | (30,174) | |
Other Liabilities | Other Benefits | |||
Amounts recognized in our consolidated balance sheets consist of: | |||
Amounts recognized in our consolidated balance sheets | (3,367) | (4,077) | |
Amounts recognized in AOCI consist of: | |||
Total | (3,367) | (4,077) | |
AOCI | Pension Benefit | |||
Amounts recognized in our consolidated balance sheets consist of: | |||
Amounts recognized in our consolidated balance sheets | 2,580 | 6,736 | |
Amounts recognized in AOCI consist of: | |||
Total | 2,580 | 6,736 | |
AOCI | Other Benefits | |||
Amounts recognized in our consolidated balance sheets consist of: | |||
Amounts recognized in our consolidated balance sheets | (1,544) | (873) | |
Amounts recognized in AOCI consist of: | |||
Total | $ (1,544) | $ (873) |
Employee Pension Plans - Other
Employee Pension Plans - Other Changes in Plan Assets And Benefit Obligations Recognized in OCI (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Pension Benefit | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net (gain) loss | $ 809 | $ (8,903) |
Amortization of net (gain) loss | (191) | (546) |
Settlement cost | (4,774) | (1,357) |
Total recognized in other comprehensive income | (4,156) | (10,806) |
Total recognized in net periodic benefit cost and OCI | 110 | (10,704) |
Other Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net (gain) loss | (281) | (873) |
Amortization of net (gain) loss | (441) | |
Settlement cost | 50 | |
Total recognized in other comprehensive income | (672) | (873) |
Total recognized in net periodic benefit cost and OCI | $ 536 | $ (787) |
Employee Pension Plans - Summar
Employee Pension Plans - Summary of Defined Benefit Plan's Assets Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 |
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit plan assets fair value | $ 72,985 | $ 83,393 |
Quoted Prices In Active Markets (Level 1) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit plan assets fair value | 64,172 | 52,823 |
Cash and Cash Equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit plan assets fair value | 13,935 | 1,238 |
Cash and Cash Equivalents | Quoted Prices In Active Markets (Level 1) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit plan assets fair value | 13,935 | 1,238 |
Fixed-Income Funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit plan assets fair value | 30,168 | 11,287 |
Fixed-Income Funds | Commingled Fund Investments Measured at Net Asset Value | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit plan assets fair value | 21,056 | |
Fixed-Income Funds | Quoted Prices In Active Markets (Level 1) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit plan assets fair value | 30,168 | 11,287 |
Equity Funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit plan assets fair value | 20,069 | 37,352 |
Equity Funds | Quoted Prices In Active Markets (Level 1) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit plan assets fair value | 20,069 | 37,352 |
Administrative Funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit plan assets fair value | 2,946 | |
Administrative Funds | Quoted Prices In Active Markets (Level 1) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit plan assets fair value | 2,946 | |
Hedge Funds | Commingled Fund Investments Measured at Net Asset Value | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit plan assets fair value | $ 8,813 | $ 9,514 |
Employee Pension Plans - Plan A
Employee Pension Plans - Plan Assets for Defined Benefit Plans (Detail) | May 31, 2023 | May 31, 2022 |
Asset category | ||
Weighted-average asset allocation | 100% | 100% |
Equity Securities | ||
Asset category | ||
Weighted-average asset allocation | 27% | 45% |
Fixed-Income Funds | ||
Asset category | ||
Weighted-average asset allocation | 41% | 39% |
Hedge Funds | ||
Asset category | ||
Weighted-average asset allocation | 12% | 11% |
Other securities | ||
Asset category | ||
Weighted-average asset allocation | 19% | 5% |
Employee Pension Plans - Estima
Employee Pension Plans - Estimated Future Benefits Expected to be Paid (Detail) $ in Thousands | May 31, 2023 USD ($) |
Pension Plan [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
2024 | $ 6,741 |
2025 | 6,597 |
2026 | 6,725 |
2027 | 7,105 |
2028 | 7,205 |
2029-2033 | 33,668 |
Other Pension Plan [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
2024 | 296 |
2025 | 291 |
2026 | 283 |
2027 | 274 |
2028 | 267 |
2029-2033 | $ 1,209 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Income Taxes [Line Items] | |||
Effective tax rates upon inclusion of net earnings attributable to noncontrolling interests | 22.10% | 22.40% | 19.20% |
Total unrecognized tax benefits | $ 4,663,000 | $ 4,706,000 | $ 3,836,000 |
Unrecognized tax benefits if recognized would affect tax rate attributable to controlling interest | 3,896,000 | ||
Interest and penalties related to unrecognized tax benefits | 621,000 | 367,000 | $ 12,000 |
Liability for unrecognized tax benefit expected to be settled in the next 12 months | 9,000 | ||
Valuation allowance for deferred tax assets | 5,480,000 | $ 5,878,000 | |
Federal Jurisdiction | |||
Income Taxes [Line Items] | |||
Net operating loss carry forwards | 1,636 | ||
State and Local Jurisdiction | |||
Income Taxes [Line Items] | |||
Net operating loss carry forwards | 4,640,000 | ||
Non - United States | |||
Income Taxes [Line Items] | |||
Net operating loss carry forwards | $ 4,424,000 |
Income Taxes - Earnings before
Income Taxes - Earnings before Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
May 31, 2023 | May 31, 2022 | May 31, 2021 | ||
Income Tax Disclosure [Abstract] | ||||
U.S. based operations | $ 308,719 | $ 470,248 | $ 897,601 | |
Non – U.S. based operations | 36,649 | 44,038 | 20,116 | |
Earnings before income taxes | 345,368 | 514,286 | 917,717 | |
Net earnings attributable to noncontrolling interests | [1] | 12,642 | 19,878 | 17,655 |
Earnings before income taxes attributable to controlling interest | $ 332,726 | $ 494,408 | $ 900,062 | |
[1] Net earnings attributable to noncontrolling interests are not taxable to us. |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Current | |||
Federal | $ 69,919 | $ 79,674 | $ 160,903 |
State and local | 7,774 | 8,704 | 6,018 |
Foreign | 14,033 | 7,469 | 4,524 |
Subtotal | 91,726 | 95,847 | 171,445 |
Deferred | |||
Federal | (9,682) | 19,398 | 6,668 |
State and local | (2,122) | 2,576 | (391) |
Foreign | (3,724) | (2,799) | (1,455) |
Subtotal | (15,528) | 19,175 | 4,822 |
Total | $ 76,198 | $ 115,022 | $ 176,267 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Federal Statutory Corporate Income Tax Rate to Total Tax Provision (Detail) | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory corporate income tax rate | 21% | 21% | 21% |
State and local income taxes, net of federal tax benefit | 1.70% | 2.30% | 0.80% |
Non-U.S. income taxes at other than federal statutory rate | 0.90% | (0.90%) | (0.30%) |
Excess benefit related to share-based payment awards | (0.20%) | 0.20% | (0.50%) |
Nondeductible executive compensation | 1.10% | 0.90% | 0.60% |
Oil & Gas capital stock loss | (1.50%) | ||
Other | (1.60%) | 0.20% | (0.50%) |
Effective tax rate attributable to controlling interest | 22.90% | 23.30% | 19.60% |
Income Taxes - Reconciliation_2
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Detail) $ in Thousands | 12 Months Ended |
May 31, 2023 USD ($) | |
Income Tax Disclosure [Abstract] | |
Beginning Balance | $ 4,706 |
Lapse of statutes of limitations | (43) |
Ending Balance | $ 4,663 |
Income Taxes - Summary of Tax Y
Income Taxes - Summary of Tax Years Open to Examination by Major Tax Jurisdiction (Detail) | 12 Months Ended |
May 31, 2023 | |
State and Local Jurisdiction | |
Income Tax Examination [Line Items] | |
Open tax years | 2019 |
U.S. | Federal Jurisdiction | |
Income Tax Examination [Line Items] | |
Open tax years | 2020 |
Federal Ministry of Finance, Austria | Non - United States | |
Income Tax Examination [Line Items] | |
Open tax years | 2020 |
Canada Revenue Agency | Non - United States | |
Income Tax Examination [Line Items] | |
Open tax years | 2018 |
China Tax Authority | Non - United States | |
Income Tax Examination [Line Items] | |
Open tax years | 2021 |
India Tax Authority | Non - United States | |
Income Tax Examination [Line Items] | |
Open tax years | 2017 |
Mexican Tax Authority | Non - United States | |
Income Tax Examination [Line Items] | |
Open tax years | 2008 2009 2016 |
Portugal | Non - United States | |
Income Tax Examination [Line Items] | |
Open tax years | 2019 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 |
Deferred tax assets | ||
Accounts receivable | $ 1,929 | $ 1,695 |
Inventories | 6,195 | 6,291 |
Accrued expenses | 30,157 | 28,981 |
Net operating loss carry forwards | 10,700 | 8,178 |
Stock-based compensation | 6,226 | 5,432 |
Derivative contracts | 2,242 | |
Operating lease - ROU liability | 8,390 | 10,443 |
Other | 2,523 | 1,588 |
Total deferred tax assets | 68,362 | 62,608 |
Valuation allowance for deferred tax assets | (5,480) | (5,878) |
Net deferred tax assets | 62,882 | 56,730 |
Deferred tax liabilities | ||
Property, plant and equipment | (60,771) | (58,433) |
Intangibles | (69,175) | (69,426) |
Investment in affiliated companies, principally due to undistributed earnings | (23,073) | (28,274) |
Operating lease - ROU asset | (8,091) | (10,354) |
Derivative contracts | (412) | |
Other | (3,221) | (4,963) |
Total deferred tax liability | (164,331) | (171,862) |
Net deferred tax liability | $ (101,449) | $ (115,132) |
Earnings Per Common Share - Com
Earnings Per Common Share - Computation of Basic and Diluted Earnings Per Common Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Numerator (basic & diluted): | |||
Net earnings attributable to controlling interest - income available to common shareholders | $ 256,528 | $ 379,386 | $ 723,795 |
Denominator: | |||
Denominator for basic earnings per common share attributable to controlling interest - weighted average common shares | 48,566 | 49,940 | 52,701 |
Effect of dilutive securities | 820 | 1,053 | 1,216 |
Denominator for diluted earnings per common share attributable to controlling interest - adjusted weighted average common shares | 49,386 | 50,993 | 53,917 |
Basic earnings per common share attributable to controlling interest | $ 5.28 | $ 7.60 | $ 13.73 |
Diluted earnings per common share attributable to controlling interest | $ 5.19 | $ 7.44 | $ 13.42 |
Earnings Per Common Share - Add
Earnings Per Common Share - Additional Information (Detail) - shares | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Earnings Per Share [Abstract] | |||
Shares excluded from computation of diluted earnings per common share | 133,000 | 51,000 | 0 |
Segment Data - Additional Infor
Segment Data - Additional Information (Detail) | 12 Months Ended | ||
May 31, 2023 Segment Jointventure | May 31, 2022 | May 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | 4 | ||
Joint Venture Transactions | |||
Segment Reporting Information [Line Items] | |||
Number of joint ventures | Jointventure | 3 | ||
Pressure Cylinders | |||
Segment Reporting Information [Line Items] | |||
Number of reportable segments | 3 | ||
Steel Processing | Sales Revenue, Net | Product Concentration Risk | |||
Segment Reporting Information [Line Items] | |||
Concentration risk percentage | 71.10% | 75% | 64.90% |
Consumer products | Sales Revenue, Net | Product Concentration Risk | |||
Segment Reporting Information [Line Items] | |||
Concentration risk percentage | 14% | 12.10% | 16.50% |
Building Products | Sales Revenue, Net | Product Concentration Risk | |||
Segment Reporting Information [Line Items] | |||
Concentration risk percentage | 11.90% | 10.30% | 12.70% |
Sustainable Energy Solutions | Sales Revenue, Net | Product Concentration Risk | |||
Segment Reporting Information [Line Items] | |||
Concentration risk percentage | 3% | 2.50% | 4.30% |
Segment Data - Schedule of Equi
Segment Data - Schedule of Equity Income from Unconsolidated Joint Ventures Included in the Measurement of Segment (Detail) | 12 Months Ended |
May 31, 2023 | |
Consumer products | |
Segment Reporting Information [Line Items] | |
Unconsolidated Joint Ventures Included in each Segment | N/A |
Building Products | |
Segment Reporting Information [Line Items] | |
Unconsolidated Joint Ventures Included in each Segment | WAVE |
Sustainable Energy Solutions | |
Segment Reporting Information [Line Items] | |
Unconsolidated Joint Ventures Included in each Segment | N/A |
Other | |
Segment Reporting Information [Line Items] | |
Unconsolidated Joint Ventures Included in each Segment | Workhorse |
Segment Data - Schedule of Eq_2
Segment Data - Schedule of Equity Income from Unconsolidated Joint Ventures Included in the Measurement of Segment (Parenthetical) (Detail) | Aug. 03, 2022 |
ArtiFlex | |
Segment Reporting Information [Line Items] | |
Equity method investment ownership percentage sold | 50% |
Segment Data - Financial Inform
Segment Data - Financial Information for Reportable Segments (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 4,916,392 | $ 5,242,219 | $ 3,171,429 |
Capital expenditures | 86,366 | 94,600 | 82,178 |
Depreciation and amortization | 112,800 | 98,827 | 87,654 |
Restructuring and other (income) expense, net | (445) | ||
Separation costs | 24,048 | ||
Miscellaneous income (expense), net | (1,227) | 2,714 | 2,163 |
Equity in net income of unconsolidated affiliates | 160,987 | 213,641 | 123,325 |
Adjusted EBIT | 345,368 | 514,286 | 917,717 |
Total assets | 3,650,918 | 3,643,023 | |
Steel Processing | |||
Segment Reporting Information [Line Items] | |||
Net sales | 3,497,896 | 3,933,021 | 2,059,397 |
Capital expenditures | 45,133 | 35,898 | 28,306 |
Depreciation and amortization | 66,383 | 55,771 | 40,870 |
Impairment of long-lived assets | 2,112 | 3,076 | |
Restructuring and other (income) expense, net | (4,204) | (14,480) | 1,883 |
Miscellaneous income (expense), net | 3,270 | 862 | (371) |
Equity in net income of unconsolidated affiliates | 7,725 | 29,787 | 15,965 |
Adjusted EBIT | 121,686 | 203,272 | 208,175 |
Total assets | 1,758,981 | 2,082,522 | |
Consumer products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 686,319 | 636,478 | 523,697 |
Capital expenditures | 13,635 | 13,375 | 13,334 |
Depreciation and amortization | 15,734 | 10,919 | 10,145 |
Impairment of long-lived assets | 506 | ||
Restructuring and other (income) expense, net | 213 | 41 | |
Miscellaneous income (expense), net | (205) | (76) | (512) |
Adjusted EBIT | 78,047 | 94,302 | 74,936 |
Total assets | 615,430 | 577,026 | |
Building Products | |||
Segment Reporting Information [Line Items] | |||
Net sales | 586,059 | 541,757 | 402,038 |
Capital expenditures | 17,819 | 31,064 | 22,705 |
Depreciation and amortization | 17,856 | 18,112 | 17,321 |
Impairment of long-lived assets | 484 | 1,423 | |
Restructuring and other (income) expense, net | 597 | (35) | 256 |
Miscellaneous income (expense), net | 349 | 240 | 194 |
Equity in net income of unconsolidated affiliates | 166,427 | 176,498 | 103,447 |
Adjusted EBIT | 204,611 | 216,608 | 117,904 |
Total assets | 635,650 | 681,188 | |
Sustainable Energy Solutions | |||
Segment Reporting Information [Line Items] | |||
Net sales | 146,118 | 130,954 | 134,890 |
Capital expenditures | 6,495 | 6,445 | 8,652 |
Depreciation and amortization | 6,319 | 6,554 | 6,699 |
Restructuring and other (income) expense, net | (143) | 10,293 | |
Miscellaneous income (expense), net | 199 | 64 | 203 |
Adjusted EBIT | 917 | (6,236) | 4,961 |
Total assets | 129,872 | 114,084 | |
Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 9 | 51,407 | |
Capital expenditures | 3,284 | 7,818 | 9,181 |
Depreciation and amortization | 6,508 | 7,471 | 12,619 |
Impairment of long-lived assets | 11,810 | ||
Restructuring and other (income) expense, net | (1,177) | (2,438) | 43,624 |
Separation costs | 24,048 | ||
Incremental expenses related to Nikola gains | 50,624 | ||
Miscellaneous income (expense), net | (4,840) | 1,624 | 2,649 |
Equity in net income of unconsolidated affiliates | (13,165) | 7,356 | 3,913 |
Adjusted EBIT | (3,199) | 8,564 | (10,505) |
Total assets | 510,985 | 188,203 | |
Consolidated | |||
Segment Reporting Information [Line Items] | |||
Net sales | 4,916,392 | 5,242,219 | 3,171,429 |
Capital expenditures | 86,366 | 94,600 | 82,178 |
Depreciation and amortization | 112,800 | 98,827 | 87,654 |
Impairment of long-lived assets | 2,596 | 3,076 | 13,739 |
Restructuring and other (income) expense, net | (4,571) | (17,096) | 56,097 |
Separation costs | 24,048 | ||
Incremental expenses related to Nikola gains | 50,624 | ||
Miscellaneous income (expense), net | (1,227) | 2,714 | 2,163 |
Equity in net income of unconsolidated affiliates | 160,987 | 213,641 | 123,325 |
Adjusted EBIT | $ 402,062 | $ 516,510 | $ 395,471 |
Segment Data - Financial Info_2
Segment Data - Financial Information for Reportable Segments (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
May 31, 2023 | May 31, 2022 | May 31, 2021 | Aug. 03, 2022 | |
Segment Reporting Information [Line Items] | ||||
Restructuring (charges) gains | $ 4,785 | $ (295) | ||
Gains on investment in Nikola | (655,102) | |||
Impairment charge | $ 2,596 | $ 3,076 | 13,739 | |
Non-cash settlement charge | 4,774 | |||
Loss on sale of equity investments | 16,059 | |||
Separation costs | 24,048 | |||
Pre-tax gain on sale of joint venture facility | 2,063 | |||
Impairment and restructuring expense (income) | 1,734 | |||
Consolidated | ||||
Segment Reporting Information [Line Items] | ||||
Separation costs | $ 24,048 | |||
Nikola Corporation | ||||
Segment Reporting Information [Line Items] | ||||
Gains on investment in Nikola | 655,102 | |||
Incremental expenses on gains from marketable securities | $ 50,624 | |||
WAVE | ||||
Segment Reporting Information [Line Items] | ||||
noncontrolling equity investment | 50% | |||
ArtiFlex | ||||
Segment Reporting Information [Line Items] | ||||
Loss on sale of equity investments | $ (16,059) | |||
noncontrolling equity investment | 50% | 50% |
Segment Data - Net Sales by Geo
Segment Data - Net Sales by Geographic Region (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 4,916,392 | $ 5,242,219 | $ 3,171,429 |
North America | |||
Segment Reporting Information [Line Items] | |||
Net sales | 4,268,082 | 4,937,396 | 2,956,962 |
International | |||
Segment Reporting Information [Line Items] | |||
Net sales | $ 648,310 | $ 304,823 | $ 214,467 |
Segment Data - Property, Plant
Segment Data - Property, Plant and Equipment, Net by Geographic Region (Detail) - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 |
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | $ 675,654 | $ 696,340 |
North America | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | 575,965 | 595,261 |
International | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | $ 99,689 | $ 101,079 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||
Jun. 02, 2022 USD ($) | Dec. 01, 2021 USD ($) | Jun. 08, 2021 USD ($) Facility | Jan. 29, 2021 USD ($) | Jan. 04, 2021 USD ($) | Feb. 28, 2022 USD ($) | May 31, 2023 USD ($) | May 31, 2022 USD ($) | May 31, 2021 USD ($) | |
Business Acquisition [Line Items] | |||||||||
Goodwill | $ 414,820 | $ 401,469 | $ 351,056 | ||||||
Cash consideration for acquired entity, net of cash acquired | 56,088 | 376,713 | 129,615 | ||||||
Net sales | 4,916,392 | 5,242,219 | 3,171,429 | ||||||
Operating income (loss) | 212,367 | 329,268 | 167,473 | ||||||
Incremental cost of goods sold | $ 4,253,080 | 4,527,403 | $ 2,532,351 | ||||||
TWB | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of laser welding facilities | Facility | 3 | ||||||||
Number of blanking facility | Facility | 1 | ||||||||
Goodwill | $ 19,500 | ||||||||
Percent of ownership interest held in unconsolidated affiliates | 55% | ||||||||
TWB | Joint Venture Transactions | |||||||||
Business Acquisition [Line Items] | |||||||||
Percent of ownership interest held in unconsolidated affiliates | 55% | ||||||||
Level 5 Tools, LLC | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price | $ 59,472 | ||||||||
Earnout payment | 2,000 | ||||||||
Potential earn out payment | 25,000 | ||||||||
Goodwill | 15,947 | ||||||||
Cash consideration for acquired entity | 57,603 | ||||||||
Level 5 Tools, LLC | Earnout Agreement | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price | 59,321 | ||||||||
Earnout payment | $ 2,000 | ||||||||
Shiloh Industries' U.S. BlankLight | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price | $ 104,506 | ||||||||
Goodwill | $ 24,288 | ||||||||
PTEC Pressure Technology GmbH [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price | $ 10,784 | ||||||||
Business combination, total intangible assets | 9,247 | ||||||||
Goodwill | $ 3,785 | ||||||||
General Tools & Instruments Company LLC | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price | $ 120,388 | ||||||||
Goodwill | 34,001 | ||||||||
Cash consideration for acquired entity | 120,388 | ||||||||
Acquisition related costs | $ 660 | ||||||||
Goodwill, tax basis | $ 11,052 | ||||||||
Tempel Steel Company | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price | $ 289,306 | ||||||||
Goodwill | 35,026 | ||||||||
Cash consideration for acquired entity, net of cash acquired | 272,208 | ||||||||
Acquisition related costs | $ 1,924 | $ 1,924 | |||||||
Net sales | 278,182 | ||||||||
Operating income (loss) | 8,609 | ||||||||
Incremental cost of goods sold | $ 3,820 |
Acquisitions - Schedule of Acqu
Acquisitions - Schedule of Acquisition of Identifiable Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 02, 2022 | Dec. 01, 2021 | Jun. 08, 2021 | Jan. 29, 2021 |
Level 5 Tools, LLC | ||||
Business Acquisition [Line Items] | ||||
Total acquired identifiable intangible assets | $ 33,580 | |||
Level 5 Tools, LLC | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Acquired finite lived intangible assets | $ 13,300 | |||
Useful Life (Years) | 10 years | |||
Level 5 Tools, LLC | Technological know how | ||||
Business Acquisition [Line Items] | ||||
Acquired finite lived intangible assets | $ 6,500 | |||
Useful Life (Years) | 20 years | |||
Level 5 Tools, LLC | Non-compete Agreement | ||||
Business Acquisition [Line Items] | ||||
Acquired finite lived intangible assets | $ 280 | |||
Useful Life (Years) | 3 years | |||
Level 5 Tools, LLC | Trade Names [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired indefinite lived intangible assets | $ 13,500 | |||
Shiloh Industries' U.S. BlankLight | ||||
Business Acquisition [Line Items] | ||||
Total acquired identifiable intangible assets | $ 36,090 | |||
Shiloh Industries' U.S. BlankLight | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Acquired finite lived intangible assets | $ 34,500 | |||
Shiloh Industries' U.S. BlankLight | Customer relationships | Minimum | ||||
Business Acquisition [Line Items] | ||||
Useful Life (Years) | 15 years | |||
Shiloh Industries' U.S. BlankLight | Customer relationships | Maximum | ||||
Business Acquisition [Line Items] | ||||
Useful Life (Years) | 20 years | |||
Shiloh Industries' U.S. BlankLight | Non-compete Agreement | ||||
Business Acquisition [Line Items] | ||||
Acquired finite lived intangible assets | $ 290 | |||
Useful Life (Years) | 3 years | |||
Shiloh Industries' U.S. BlankLight | In-Process Research & Development | ||||
Business Acquisition [Line Items] | ||||
Acquired indefinite lived intangible assets | $ 1,300 | |||
Tempel Steel Company | ||||
Business Acquisition [Line Items] | ||||
Acquired finite lived intangible assets | $ 41,000 | |||
Total acquired identifiable intangible assets | 41,000 | |||
Tempel Steel Company | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Acquired finite lived intangible assets | $ 30,000 | |||
Useful Life (Years) | 17 years | |||
Tempel Steel Company | Technological know how | ||||
Business Acquisition [Line Items] | ||||
Acquired finite lived intangible assets | $ 11,000 | |||
Tempel Steel Company | Technological know how | Minimum | ||||
Business Acquisition [Line Items] | ||||
Useful Life (Years) | 6 years | |||
Tempel Steel Company | Technological know how | Maximum | ||||
Business Acquisition [Line Items] | ||||
Useful Life (Years) | 8 years | |||
General Tools & Instruments Company LLC | ||||
Business Acquisition [Line Items] | ||||
Total acquired identifiable intangible assets | $ 68,400 | |||
General Tools & Instruments Company LLC | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Acquired finite lived intangible assets | $ 40,600 | |||
Useful Life (Years) | 15 years | |||
General Tools & Instruments Company LLC | Trade Name [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired finite lived intangible assets | $ 400 | |||
Useful Life (Years) | 9 years | |||
General Tools & Instruments Company LLC | Trade Names [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired indefinite lived intangible assets | $ 27,400 |
Acquisitions - Schedule of Cons
Acquisitions - Schedule of Consideration Transferred and the Preliminary Fair Value Assigned to Assets Acquired And Liabilities Assumed (Detail) - USD ($) $ in Thousands | Jun. 02, 2022 | Dec. 01, 2021 | Jun. 08, 2021 | Jan. 29, 2021 | May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Business Acquisition [Line Items] | ||||||||
Goodwill | $ 414,820 | $ 401,469 | $ 351,056 | |||||
Level 5 Tools, LLC | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash and cash equivalents | $ 1,515 | |||||||
Accounts receivable | 2,860 | |||||||
Inventories | 9,161 | |||||||
Prepaid expenses | 64 | |||||||
Property, plant, and equipment | 273 | |||||||
Intangible assets | 33,580 | |||||||
Operating lease assets | 377 | |||||||
Total identifiable assets | 47,830 | |||||||
Accounts payable | (3,175) | |||||||
Accrued expenses | (753) | |||||||
Current operating lease liabilities | (111) | |||||||
Noncurrent operating lease liabilities | (266) | |||||||
Net identifiable assets | 43,525 | |||||||
Goodwill | 15,947 | |||||||
Purchase price | 59,472 | |||||||
Less: Fair value of earnout | (2,000) | |||||||
Plus: Net working capital deficit | 131 | |||||||
Cash purchase price | 57,603 | |||||||
Level 5 Tools, LLC | Preliminary Valuation | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash and cash equivalents | 1,515 | |||||||
Accounts receivable | 2,860 | |||||||
Inventories | 9,161 | |||||||
Prepaid expenses | 64 | |||||||
Property, plant, and equipment | 273 | |||||||
Intangible assets | 33,580 | |||||||
Operating lease assets | 377 | |||||||
Total identifiable assets | 47,830 | |||||||
Accounts payable | (3,175) | |||||||
Accrued expenses | (904) | |||||||
Current operating lease liabilities | (111) | |||||||
Noncurrent operating lease liabilities | (266) | |||||||
Net identifiable assets | 43,374 | |||||||
Goodwill | 15,947 | |||||||
Purchase price | 59,321 | |||||||
Less: Fair value of earnout | (2,000) | |||||||
Plus: Net working capital deficit | 282 | |||||||
Cash purchase price | 57,603 | |||||||
Level 5 Tools, LLC | Measurement Period Adjustments | ||||||||
Business Acquisition [Line Items] | ||||||||
Accrued expenses | (151) | |||||||
Net identifiable assets | 151 | |||||||
Purchase price | 151 | |||||||
Plus: Net working capital deficit | $ (151) | |||||||
Shiloh Industries' U.S. BlankLight | ||||||||
Business Acquisition [Line Items] | ||||||||
Accounts receivable | $ 43,695 | |||||||
Inventories | 15,970 | |||||||
Property, plant, and equipment | 29,357 | |||||||
Intangible assets | 36,090 | |||||||
Operating lease assets | 59,905 | |||||||
Total identifiable assets | 185,017 | |||||||
Accounts payable | (44,894) | |||||||
Current operating lease liabilities | (1,555) | |||||||
Noncurrent operating lease liabilities | (58,350) | |||||||
Net identifiable assets | 80,218 | |||||||
Goodwill | 24,288 | |||||||
Purchase price | 104,506 | |||||||
Shiloh Industries' U.S. BlankLight | Preliminary Valuation | ||||||||
Business Acquisition [Line Items] | ||||||||
Accounts receivable | 44,191 | |||||||
Inventories | 13,971 | |||||||
Property, plant, and equipment | 30,461 | |||||||
Intangible assets | 34,280 | |||||||
Operating lease assets | 59,905 | |||||||
Total identifiable assets | 182,808 | |||||||
Accounts payable | (44,822) | |||||||
Current operating lease liabilities | (1,555) | |||||||
Noncurrent operating lease liabilities | (58,350) | |||||||
Net identifiable assets | 78,081 | |||||||
Goodwill | 26,669 | |||||||
Purchase price | 104,750 | |||||||
Shiloh Industries' U.S. BlankLight | Measurement Period Adjustments | ||||||||
Business Acquisition [Line Items] | ||||||||
Accounts receivable | (496) | |||||||
Inventories | 1,999 | |||||||
Property, plant, and equipment | (1,104) | |||||||
Intangible assets | 1,810 | |||||||
Total identifiable assets | 2,209 | |||||||
Accounts payable | (72) | |||||||
Net identifiable assets | 2,137 | |||||||
Goodwill | (2,381) | |||||||
Purchase price | $ (244) | |||||||
Tempel Steel Company | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash and cash equivalents | $ 17,098 | |||||||
Accounts receivable | 89,473 | |||||||
Inventories | 59,927 | |||||||
Other current assets | 10,648 | |||||||
Property, plant, and equipment | 147,441 | |||||||
Intangible assets | 41,000 | |||||||
Operating lease assets | 4,098 | |||||||
Total identifiable assets | 369,685 | |||||||
Accounts payable | (49,777) | |||||||
Notes payable | (6,270) | |||||||
Accrued liabilities | (17,437) | |||||||
Current operating lease liabilities | (1,614) | |||||||
Noncurrent operating lease liabilities | 2,484 | |||||||
Other long-term liabilities | [1] | (37,823) | ||||||
Net identifiable assets | 254,280 | |||||||
Goodwill | 35,026 | |||||||
Purchase price | 289,306 | |||||||
Tempel Steel Company | Preliminary Valuation | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash and cash equivalents | 17,098 | |||||||
Accounts receivable | 88,672 | |||||||
Inventories | 59,927 | |||||||
Other current assets | 10,666 | |||||||
Property, plant, and equipment | 147,441 | |||||||
Intangible assets | 41,000 | |||||||
Operating lease assets | 4,098 | |||||||
Total identifiable assets | 368,902 | |||||||
Accounts payable | (49,777) | |||||||
Notes payable | (6,270) | |||||||
Accrued liabilities | (17,501) | |||||||
Current operating lease liabilities | (1,614) | |||||||
Noncurrent operating lease liabilities | (2,484) | |||||||
Other long-term liabilities | [1] | (40,110) | ||||||
Net identifiable assets | 251,146 | |||||||
Goodwill | 38,462 | |||||||
Purchase price | 289,608 | |||||||
Tempel Steel Company | Measurement Period Adjustments | ||||||||
Business Acquisition [Line Items] | ||||||||
Accounts receivable | 801 | |||||||
Other current assets | (18) | |||||||
Total identifiable assets | (783) | |||||||
Accrued liabilities | 64 | |||||||
Other long-term liabilities | [1] | 2,287 | ||||||
Net identifiable assets | 3,134 | |||||||
Goodwill | (3,436) | |||||||
Purchase price | $ (302) | |||||||
General Tools & Instruments Company LLC | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash and cash equivalents | $ 1,633 | |||||||
Accounts receivable | 15,442 | |||||||
Inventories | 19,779 | |||||||
Prepaid expenses | 751 | |||||||
Property, plant, and equipment | 956 | |||||||
Intangible assets | 68,400 | |||||||
Operating lease assets | 5,502 | |||||||
Other assets | 30 | |||||||
Total identifiable assets | 112,493 | |||||||
Accounts payable | (2,554) | |||||||
Accrued liabilities | (5,873) | |||||||
Current operating lease liabilities | (657) | |||||||
Other current liabilities | (165) | |||||||
Noncurrent operating lease liabilities | (4,845) | |||||||
Deferred tax liabilities | (11,782) | |||||||
Other long-term liabilities | (230) | |||||||
Net identifiable assets | 86,387 | |||||||
Goodwill | 34,001 | |||||||
Purchase price | 120,388 | |||||||
Cash purchase price | 120,388 | |||||||
General Tools & Instruments Company LLC | Preliminary Valuation | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash and cash equivalents | 1,633 | |||||||
Accounts receivable | 16,440 | |||||||
Inventories | 19,795 | |||||||
Prepaid expenses | 924 | |||||||
Other current assets | 97 | |||||||
Property, plant, and equipment | 956 | |||||||
Intangible assets | 68,400 | |||||||
Operating lease assets | 5,502 | |||||||
Other assets | 30 | |||||||
Total identifiable assets | 113,777 | |||||||
Accounts payable | (2,594) | |||||||
Accrued liabilities | (6,006) | |||||||
Current operating lease liabilities | (657) | |||||||
Other current liabilities | (923) | |||||||
Noncurrent operating lease liabilities | (4,845) | |||||||
Deferred tax liabilities | (11,635) | |||||||
Other long-term liabilities | (239) | |||||||
Net identifiable assets | 86,878 | |||||||
Goodwill | 33,714 | |||||||
Purchase price | 120,592 | |||||||
General Tools & Instruments Company LLC | Measurement Period Adjustments | ||||||||
Business Acquisition [Line Items] | ||||||||
Accounts receivable | (998) | |||||||
Inventories | (16) | |||||||
Prepaid expenses | (173) | |||||||
Other current assets | (97) | |||||||
Total identifiable assets | (1,284) | |||||||
Accounts payable | 40 | |||||||
Accrued liabilities | 133 | |||||||
Other current liabilities | 758 | |||||||
Deferred tax liabilities | (147) | |||||||
Other long-term liabilities | 9 | |||||||
Net identifiable assets | (491) | |||||||
Goodwill | 287 | |||||||
Purchase price | $ (204) | |||||||
[1] Includes $ 40,160 of net pension and other postretirement benefit obligations assumed as part of the Tempel acquisition. The excess of projected benefit obligations over the fair value of the plans’ assets was recognized as a liability in accordance with ASC 715 using key inputs including, but not limited to, discount rates and expected rates of return on the plans’ assets. See “Note M - Employee Pension Plans” for additional information. |
Acquisitions - Schedule of Co_2
Acquisitions - Schedule of Consideration Transferred and the Preliminary Fair Value Assigned to Assets Acquired And Liabilities Assumed (Parenthetical) (Detail) $ in Thousands | Dec. 01, 2021 USD ($) |
Tempel Steel Company | |
Business Acquisition [Line Items] | |
Pension And Other Postretirement Benefit Obligations Net | $ 40,160 |
Acquisitions - Schedule of Unau
Acquisitions - Schedule of Unaudited Pro Forma Information (Details) - Tempel Steel Company - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
May 31, 2022 | May 31, 2021 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||
Net sales | $ 5,841,097 | $ 3,490,167 |
Net earnings attributable to controlling interest | $ 398,361 | $ 724,631 |
Diluted earnings per common share attributable to controlling interest | $ 7.81 | $ 13.44 |
Derivative Financial Instrume_3
Derivative Financial Instruments and Hedging Activities - Schedule of Fair Value of Derivative Instruments (Detail) - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 |
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | $ 2,610 | $ 12,643 |
Liability Derivatives at Fair Value | 15,800 | 9,003 |
Derivatives Designated As Hedging Instruments | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 71 | 1,040 |
Liability Derivatives at Fair Value | 7,161 | 4,582 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 71 | 1,040 |
Liability Derivatives at Fair Value | 7,128 | 4,565 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Other Liabilities | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 379 | 48 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Receivables | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 20 | 1,040 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Other Assets | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 51 | |
Derivatives Designated As Hedging Instruments | Foreign Currency Exchange Contracts | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 33 | 17 |
Derivatives Designated As Hedging Instruments | Foreign Currency Exchange Contracts | Other Liabilities | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 17 | |
Derivatives Not Designated As Hedging Instruments | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 11,603 | |
Liability Derivatives at Fair Value | 4,421 | |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 2,539 | 11,603 |
Liability Derivatives at Fair Value | 8,639 | 4,166 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Other Liabilities | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 35 | 24 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Receivables | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 2,539 | 11,555 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Other Assets | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 48 | |
Derivatives Not Designated As Hedging Instruments | Foreign Currency Exchange Contracts | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 255 | |
Accounts Payable | Derivatives Designated As Hedging Instruments | Commodity Contracts | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 6,749 | 4,517 |
Accounts Payable | Derivatives Designated As Hedging Instruments | Foreign Currency Exchange Contracts | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 33 | |
Accounts Payable | Derivatives Not Designated As Hedging Instruments | Commodity Contracts | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | $ 8,604 | 4,142 |
Accounts Payable | Derivatives Not Designated As Hedging Instruments | Foreign Currency Exchange Contracts | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | $ 255 |
Derivative Financial Instrume_4
Derivative Financial Instruments and Hedging Activities - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Impact to fair value of derivative assets and liabilities as a result of recognition on a gross basis | $ 7,576 | $ 6,300 |
Gains in accumulated other comprehensive income expected to be reclassified into net earnings | (4) | |
Gain in accumulated other comprehensive income expected to be reclassified into net earnings, tax | $ 1 |
Derivative Financial Instrume_5
Derivative Financial Instruments and Hedging Activities - Schedule of Summary of Derivative Hedges (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Derivative [Line Items] | ||
Notional Amount | $ (13,125) | $ 13,669 |
Commodity Contracts | Derivatives Not Designated As Hedging Instruments | ||
Derivative [Line Items] | ||
Notional Amount | $ 172 | |
Commodity Contracts | Minimum | Derivatives Not Designated As Hedging Instruments | ||
Derivative [Line Items] | ||
Maturity Date | Jun. 30, 2023 | |
Commodity Contracts | Maximum | Derivatives Not Designated As Hedging Instruments | ||
Derivative [Line Items] | ||
Maturity Date | Dec. 31, 2024 | |
Cash Flow Hedges | Commodity Contracts | ||
Derivative [Line Items] | ||
Notional Amount | $ 78,149 | |
Cash Flow Hedges | Commodity Contracts | Minimum | ||
Derivative [Line Items] | ||
Maturity Date | Jun. 30, 2023 | |
Cash Flow Hedges | Commodity Contracts | Maximum | ||
Derivative [Line Items] | ||
Maturity Date | Dec. 31, 2024 | |
Cash Flow Hedges | Foreign Currency Exchange Contracts | ||
Derivative [Line Items] | ||
Notional Amount | $ 3,984 | |
Cash Flow Hedges | Foreign Currency Exchange Contracts | Minimum | ||
Derivative [Line Items] | ||
Maturity Date | Jun. 30, 2023 | |
Cash Flow Hedges | Foreign Currency Exchange Contracts | Maximum | ||
Derivative [Line Items] | ||
Maturity Date | Nov. 30, 2023 |
Derivative Financial Instrume_6
Derivative Financial Instruments and Hedging Activities - Schedule of Derivatives Designated as Cash Flow Hedging Instruments (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI | $ (22,873) | $ 19,175 |
Gain (Loss) Reclassified from AOCI into Net Earnings | $ (25,458) | $ 98,852 |
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax, Parent | Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax, Parent |
Interest Rate Contract | ||
Derivative [Line Items] | ||
Gain (Loss) Reclassified from AOCI into Net Earnings | $ (27) | $ (26) |
Commodity Contracts | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI | (23,068) | 19,148 |
Gain (Loss) Reclassified from AOCI into Net Earnings | (25,573) | 98,873 |
Foreign Currency Exchange Contracts | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI | 195 | 27 |
Gain (Loss) Reclassified from AOCI into Net Earnings | $ 142 | $ 5 |
Derivative Financial Instrume_7
Derivative Financial Instruments and Hedging Activities - Schedule of Gain (Loss) Recognized in Earnings for Economic (Non-Designated) Derivative Financial Instruments (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Derivative [Line Items] | ||
Gain (Loss) Recognized in Earnings | $ (13,125) | $ 13,669 |
Commodity Contracts | Cost of Sales | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in Earnings | (13,125) | 13,935 |
Foreign Currency Exchange Contracts | Miscellaneous Income, Net | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in Earnings | $ (266) | |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in Earnings | $ 172 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets | $ 2,610 | $ 12,643 | ||
Liabilities | 15,800 | 9,003 | ||
Derivative Instruments | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets | 2,610 | [1] | 12,643 | [2] |
Liabilities | 15,800 | [1] | 9,003 | [2] |
Fair Value, Inputs, Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets | 2,610 | 12,643 | ||
Liabilities | 15,800 | 9,003 | ||
Fair Value, Inputs, Level 2 | Derivative Instruments | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets | 2,610 | [1] | 12,643 | [2] |
Liabilities | $ 15,800 | [1] | $ 9,003 | [2] |
[1] The fair value of our derivative financial instruments was based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “ Note R – Derivative Financial Instruments and Hedging Activities” for additional information regarding our use of derivative financial instruments. The fair value of our derivative financial instruments was based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “ Note R – Derivative Financial Instruments and Hedging Activities ” for additional information regarding our use of derivative financial instruments. |
Fair Value Measurements - Asset
Fair Value Measurements - Assets Measured at Fair Value on Non-Recurring Basis (Detail) - Fair Value, Nonrecurring - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 | May 31, 2021 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets, Fair Value Disclosure | $ 2,693 | $ 700 | ||||
Long Lived Assets Held For Sale | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets, Fair Value Disclosure | 2,623 | [1] | 700 | [2] | ||
Long Lived Assets Held And Used | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets, Fair Value Disclosure | [3] | 70 | ||||
Fair Value, Inputs, Level 2 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets, Fair Value Disclosure | 2,693 | 700 | ||||
Fair Value, Inputs, Level 2 | Long Lived Assets Held For Sale | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets, Fair Value Disclosure | 2,623 | [1] | $ 700 | [2] | ||
Fair Value, Inputs, Level 2 | Long Lived Assets Held And Used | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets, Fair Value Disclosure | $ 70 | [3] | $ 5,934 | |||
[1] Comprised of the following: (1) idled equipment at the manufacturing facility in Taylor, Michigan; and (2) the net assets of Samuel's toll processing facility in Cleveland, Ohio. Refer to “ Note E – Goodwill and Other Long-Lived Assets ” for additional information. Comprised of production equipment at the Samuel facility in Twinsburg, Ohio with an es timated fair market value of $ 700 . Refer to “ Note E – Goodwill and Other Long-Lived Assets ” for additional information. Comprised of certain assets associated with a capital project at our Building Products facility in Jefferson, Ohio which were written down to their estimated salvage value of $ 70 . These assets continue to be held and used. Refer to “Note E – Goodwill and Other Long-Lived Assets ” for additional information. |
Fair Value Measurements - Ass_2
Fair Value Measurements - Assets Measured at Fair Value on Non-Recurring Basis (Parenthetical) (Detail) - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 | |||
Fair Value, Nonrecurring | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Fair market value of assets | $ 2,693 | $ 700 | |||
Capital Project | Jefferson | Building Products Facility | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Estimated salvage value | 70 | ||||
Long Lived Assets Held For Sale | Fair Value, Nonrecurring | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Fair market value of assets | 2,623 | [1] | 700 | [2] | |
Long Lived Assets Held For Sale | Production Equipment Member | Twinsburg Member | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Fair market value of assets | $ 700 | ||||
Long Lived Assets Held And Used | Fair Value, Nonrecurring | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Fair market value of assets | [3] | $ 70 | |||
[1] Comprised of the following: (1) idled equipment at the manufacturing facility in Taylor, Michigan; and (2) the net assets of Samuel's toll processing facility in Cleveland, Ohio. Refer to “ Note E – Goodwill and Other Long-Lived Assets ” for additional information. Comprised of production equipment at the Samuel facility in Twinsburg, Ohio with an es timated fair market value of $ 700 . Refer to “ Note E – Goodwill and Other Long-Lived Assets ” for additional information. Comprised of certain assets associated with a capital project at our Building Products facility in Jefferson, Ohio which were written down to their estimated salvage value of $ 70 . These assets continue to be held and used. Refer to “Note E – Goodwill and Other Long-Lived Assets ” for additional information. |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - Long-term Debt - USD ($) $ in Thousands | May 31, 2023 | May 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt at fair value including current maturities | $ 639,948 | $ 684,830 |
Long-term debt at carrying amount including current maturities | $ 689,982 | $ 696,610 |
Leases - Additional Information
Leases - Additional Information (Detail) | May 31, 2023 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease terms | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease terms | 37 years |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Leases [Abstract] | ||
Operating lease expense | $ 17,234 | $ 15,726 |
Financing lease expense: | ||
Amortization of leased assets | 658 | 653 |
Interest on lease liabilities | 119 | 124 |
Total financing lease expense | 777 | 777 |
Short-term lease expense | 4,351 | 2,991 |
Variable lease expense | 572 | 612 |
Total lease expense | $ 22,934 | $ 20,106 |
Leases - Other Information Rela
Leases - Other Information Related to Leases (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating Leases, Operating cash flows | $ 12,393 | $ 13,514 |
Operating Leases, ROU assets obtained in exchange for lease liabilities | $ 16,272 | $ 75,986 |
Operating Leases, Weighted-average remaining lease term (in years) | 12 years 25 days | 13 years 5 months 23 days |
Operating Leases, Weighted-average discount rate | 3.30% | 2.97% |
Financing Leases, Operating cash flows | $ 119 | $ 123 |
Financing Leases, Financing cash flows | $ 54 | 101 |
Financing Leases, ROU assets obtained in exchange for lease liabilities | $ 2 | |
Financing Leases, Weighted-average remaining lease term (in years) | 36 years 5 months 12 days | 37 years 4 months 9 days |
Financing Leases, Weighted-average discount rate | 3.75% | 3.75% |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments for Non-Cancelable Leases (Detail) $ in Thousands | May 31, 2023 USD ($) |
Leases [Abstract] | |
2024 | $ 15,709 |
2025 | 14,377 |
2026 | 12,682 |
2027 | 11,256 |
2028 | 9,653 |
Thereafter | 61,273 |
Total | 124,950 |
Less: imputed interest | (22,360) |
Present value of lease liabilities | 102,590 |
2024 | 177 |
2025 | 182 |
2026 | 186 |
2027 | 186 |
2028 | 187 |
Thereafter | 5,105 |
Total | 6,023 |
Less: imputed interest | (2,306) |
Present value of lease liabilities | $ (3,717) |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Liabilities |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Related Party Transactions [Abstract] | |||
Net sales to affiliates | $ 35,836 | $ 82,516 | $ 41,426 |
Purchases from affiliates | 2,530 | 12,389 | $ 5,000 |
Accounts payable to affiliates | 7 | 12 | |
Accounts receivable from affiliates | $ 3,642 | $ 3,551 |
Quarterly Results of Operations
Quarterly Results of Operations (Unaudited) - Summary of Unaudited Quarterly Consolidated Results of Operations (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Quarterly Financial Information Disclosure [Abstract] | |||
Net sales | $ 4,916,392 | $ 5,242,219 | $ 3,171,429 |
Gross margin (loss) | 663,312 | 714,816 | 639,078 |
Impairment of long-lived assets | 2,596 | 3,076 | 13,739 |
Net earnings (loss) | 269,170 | 399,264 | 741,450 |
Net earnings (loss) attributable to controlling interest | $ 256,528 | $ 379,386 | $ 723,795 |
Basic earnings (loss) per share - controlling interest | $ 5.28 | $ 7.60 | $ 13.73 |
Diluted earnings (loss) per share - controlling interest | $ 5.19 | $ 7.44 | $ 13.42 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) | Jun. 29, 2023 USD ($) |
Subsequent Event | AR Facility | |
Subsequent Event [Line Items] | |
Early termination, other similar fees and penalties paid | $ 0 |
SCHEDULE II - Valuation and Q_2
SCHEDULE II - Valuation and Qualifying Accounts (Detail) - Allowance for Doubtful Accounts - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2021 | |
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | $ 1,292 | $ 608 | $ 1,521 |
Charged to Costs and Expenses | 2,108 | 959 | (254) |
Uncollectable Accounts Charged to Allowance | (17) | (275) | (659) |
Balance at End of Period | $ 3,383 | $ 1,292 | $ 608 |