Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2018 | Apr. 13, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | APPLIED INDUSTRIAL TECHNOLOGIES INC | |
Entity Central Index Key | 109,563 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 38,696,319 |
Condensed Statements of Consoli
Condensed Statements of Consolidated Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement [Abstract] | ||||
Net Sales | $ 827,665 | $ 679,304 | $ 2,175,553 | $ 1,912,275 |
Cost of Sales | 588,141 | 488,502 | 1,555,245 | 1,370,687 |
Gross Profit | 239,524 | 190,802 | 620,308 | 541,588 |
Selling, Distribution and Administrative, including depreciation | 183,080 | 145,134 | 465,312 | 414,645 |
Operating Income | 56,444 | 45,668 | 154,996 | 126,943 |
Interest Expense, net | 8,216 | 2,165 | 12,521 | 6,411 |
Other (Income) Expense, net | (1,291) | 154 | (2,022) | (54) |
Income Before Income Taxes | 49,519 | 43,349 | 144,497 | 120,586 |
Income Tax Expense | 12,927 | 13,855 | 43,234 | 39,636 |
Net Income | $ 36,592 | $ 29,494 | $ 101,263 | $ 80,950 |
Net Income Per Share - Basic | $ 0.95 | $ 0.76 | $ 2.61 | $ 2.08 |
Net Income Per Share - Diluted | 0.93 | 0.75 | 2.58 | 2.06 |
Cash dividends per common share | $ 0.30 | $ 0.29 | $ 0.88 | $ 0.85 |
Weighted average common shares outstanding for basic computation | 38,674 | 38,999 | 38,775 | 39,009 |
Dilutive effect of potential common shares | 612 | 463 | 497 | 375 |
Weighted average common shares outstanding for diluted computation | 39,286 | 39,462 | 39,272 | 39,384 |
Condensed Statements of Consol3
Condensed Statements of Consolidated Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Net income per the condensed statements of consolidated income | $ 36,592 | $ 29,494 | $ 101,263 | $ 80,950 |
Other comprehensive (loss) income, before tax: | ||||
Foreign currency translation adjustments | (353) | 8,132 | 1,775 | (4,147) |
Postemployment benefits: | ||||
Reclassification of net actuarial (gains) losses and prior service cost into other (income) expense, net and included in net periodic pension costs | (19) | 125 | (55) | 377 |
Unrealized (loss) gain on investment securities available for sale | (3) | 11 | 39 | 77 |
Total of other comprehensive (loss) income, before tax | (375) | 8,268 | 1,759 | (3,693) |
Income tax expense related to items of other comprehensive income | 11 | 58 | 57 | 173 |
Other comprehensive (loss) income, net of tax | (386) | 8,210 | 1,702 | (3,866) |
Comprehensive income, net of tax | $ 36,206 | $ 37,704 | $ 102,965 | $ 77,084 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2018 | Jun. 30, 2017 |
Current assets | ||
Cash and cash equivalents | $ 43,523 | $ 105,057 |
Accounts receivable, less allowances of $11,540 and $9,628 | 533,533 | 390,931 |
Inventories | 432,449 | 345,145 |
Other current assets | 41,735 | 41,409 |
Total current assets | 1,051,240 | 882,542 |
Property, less accumulated depreciation of $172,263 and $166,143 | 121,858 | 108,068 |
Identifiable intangibles, net | 448,089 | 163,562 |
Goodwill | 629,783 | 206,135 |
Other assets | 21,353 | 27,288 |
TOTAL ASSETS | 2,272,323 | 1,387,595 |
Current liabilities | ||
Accounts payable | 217,852 | 180,614 |
Current portion of long-term debt | 19,182 | 4,814 |
Compensation and related benefits | 67,994 | 58,785 |
Other current liabilities | 64,936 | 65,540 |
Total current liabilities | 369,964 | 309,753 |
Long-term debt | 1,017,327 | 286,769 |
Postemployment benefits | 13,235 | 16,715 |
Other liabilities | 65,769 | 29,102 |
TOTAL LIABILITIES | 1,466,295 | 642,339 |
Shareholders’ Equity | ||
Preferred stock—no par value; 2,500 shares authorized; none issued or outstanding | 0 | 0 |
Common stock—no par value; 80,000 shares authorized; 54,213 shares issued; 38,696 and 39,041 outstanding, respectively | 10,000 | 10,000 |
Additional paid-in capital | 167,848 | 164,655 |
Retained earnings | 1,112,136 | 1,033,751 |
Treasury shares—at cost (15,517 and 15,172 shares) | (403,956) | (381,448) |
Accumulated other comprehensive loss | (80,000) | (81,702) |
TOTAL SHAREHOLDERS’ EQUITY | 806,028 | 745,256 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 2,272,323 | $ 1,387,595 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Mar. 31, 2018 | Jun. 30, 2017 |
Current Assets: | ||
Accounts Receivable, less allowances | $ 11,540 | $ 9,628 |
Noncurrent Assets: | ||
Property, less accumulated depreciation | $ 172,263 | $ 166,143 |
Shareholders’ Equity | ||
Preferred stock, par value | $ 0 | $ 0 |
Preferred stock, shares authorized | 2,500 | 2,500 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0 | $ 0 |
Common stock, shares authorized | 80,000 | 80,000 |
Common stock, shares issued | 54,213 | 54,213 |
Common stock, shares outstanding | 38,696 | 39,041 |
Treasury shares | 15,517 | 15,172 |
Condensed Statements of Consol6
Condensed Statements of Consolidated Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash Flows from Operating Activities | ||
Net income | $ 101,263 | $ 80,950 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization of property | 12,721 | 11,364 |
Amortization of intangibles | 21,326 | 18,387 |
Unrealized foreign exchange transactions (gain) loss | (440) | 499 |
Amortization of stock options and appreciation rights | 1,479 | 1,533 |
Gain on sale of property | (246) | (1,540) |
Other share-based compensation expense | 3,481 | 2,836 |
Changes in operating assets and liabilities, net of acquisitions | (91,642) | (36,375) |
Other, net | (64) | 852 |
Net Cash provided by Operating Activities | 47,878 | 78,506 |
Cash Flows from Investing Activities | ||
Property purchases | (17,898) | (11,787) |
Proceeds from property sales | 714 | 2,724 |
Acquisition of businesses, net of cash acquired | (778,149) | (2,778) |
Net Cash used in Investing Activities | (795,333) | (11,841) |
Cash Flows from Financing Activities | ||
Net borrowings under revolving credit facility | 87,500 | (4,000) |
Long-term debt borrowings | 780,000 | 0 |
Long-term debt repayments | (120,488) | (2,514) |
Debt Issuance Costs | (3,298) | 0 |
Purchases of treasury shares | (22,778) | (8,242) |
Dividends paid | (34,190) | (33,236) |
Acquisition holdback payments | (318) | (7,694) |
Taxes paid for shares withheld | (1,498) | (3,373) |
Exercise of stock options and appreciation rights | 5 | 306 |
Net Cash provided by (used in) Financing Activities | 684,935 | (58,753) |
Effect of Exchange Rate Changes on Cash | 986 | (460) |
(Decrease) increase in Cash and Cash Equivalents | (61,534) | 7,452 |
Cash and Cash Equivalents at Beginning of Period | 105,057 | 59,861 |
Cash and Cash Equivalents at End of Period | $ 43,523 | $ 67,313 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the financial position of Applied Industrial Technologies, Inc. (the “Company”, or “Applied”) as of March 31, 2018 , and the results of its operations for the three and nine month periods ended March 31, 2018 and 2017 and its cash flows for the nine month periods ended March 31, 2018 and 2017 , have been included. The condensed consolidated balance sheet as of June 30, 2017 has been derived from the audited consolidated financial statements at that date. This Quarterly Report on Form 10-Q should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended June 30, 2017 . Operating results for the three and nine month periods ended March 31, 2018 are not necessarily indicative of the results that may be expected for the remainder of the fiscal year ending June 30, 2018 . Change in Accounting Principle - Net Periodic and Post-retirement Benefit Costs In March 2017, the FASB issued its final standard on improving the presentation of net periodic pension and postretirement benefit costs. This standard, issued as ASU 2017-07, requires that an employer report the service cost component for defined benefit plans and postretirement plans in the same line item in the income statement as other compensation costs arising from services rendered by the employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations. This update is effective for annual financial statement periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted as of the beginning of an annual period. The Company early adopted ASU 2017-07 in the first quarter of fiscal 2018. The impact of the adoption of this guidance resulted in the reclassification of the other components of net benefit cost from selling, distribution, and administrative expense to other (income) expense, net in the condensed statements of consolidated income, resulting in an increase to operating income. There is no impact to income before income taxes, net income, or net income per share. The amounts reclassified resulted in an increase in operating income of $201 and $602 for the three and nine months ended March 31, 2017 , respectively. Inventory The Company uses the last-in, first-out (LIFO) method of valuing U.S. inventories. An actual valuation of inventory under the LIFO method can be made only at the end of each year based on the inventory levels and costs at that time. Accordingly, interim LIFO calculations are based on management’s estimates of expected year-end inventory levels and costs and are subject to the final year-end LIFO inventory determination. Recently Issued Accounting Guidance In May 2014, the FASB issued its final standard on the recognition of revenue from contracts with customers. In February 2016, the FASB issued its final standard on accounting for leases. This standard, issued as ASU 2016-02, requires that an entity that is a lessee recognize lease assets and lease liabilities on the balance sheet for all leases and disclose key information about leasing arrangements. The core principle of this update is that a "lessee should recognize the assets and liabilities that arise from leases." This update is effective for annual and interim financial statement periods beginning after December 15, 2018, with earlier application permitted. The Company has not yet determined the impact of this pronouncement on its financial statements and related disclosures. In June 2016, the FASB issued its final standard on measurement of credit losses on financial instruments. This standard, issued as ASU 2016-13, requires that an entity measure impairment of certain financial instruments, including trade receivables, based on expected losses rather than incurred losses. This update is effective for annual and interim financial statement periods beginning after December 15, 2019, with early adoption permitted for financial statement periods beginning after December 15, 2018. The Company has not yet determined the impact of this pronouncement on its financial statements and related disclosures. In August 2016, the FASB issued its final standard on the classification of certain cash receipts and cash payments within the statement of cash flows. This standard, issued as ASU 2016-15, makes a number of changes meant to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows. This update is effective for annual and interim financial statement periods beginning after December 15, 2018, with early adoption permitted. The Company has not yet determined the impact of this pronouncement on its financial statements and related disclosures. In October 2016, the FASB issued its final standard on the income tax consequences of intra-entity transfers of assets other than inventory. This standard, issued as ASU 2016-16, requires that an entity recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs and eliminates the exception for an intra-entity transfer of an asset other than inventory. This update is effective for annual and interim financial statement periods beginning after December 15, 2017, with early adoption permitted. The Company has not yet determined the impact of this pronouncement on its financial statements and related disclosures. In January 2017, the FASB issued its final standard on simplifying the test for goodwill impairment. This standard, issued as ASU 2017-04, eliminates step 2 from the goodwill impairment test and instead requires an entity to perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An impairment charge would be recognized for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to that reporting unit. This update is effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted. Upon adoption, the Company will apply this guidance prospectively to its annual and interim goodwill impairment tests and disclose the change in accounting principle. In May 2017, the FASB issued its final standard on scope of modification accounting. This standard, issued as ASU 2017-09, provides guidance about which change to the terms or conditions of a share-based payment award require an entity to apply modification accounting. This update is effective for annual and interim financial statement periods beginning after December 15, 2017, with early adoption permitted. The Company has not yet determined the impact of this pronouncement on its financial statements and related disclosures. In January 2018, the FASB issued its final standard on reporting comprehensive income. The standard, issued as ASU 2018-02, allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. This update is effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted. The Company has not yet determined the impact of this pronouncement on its financial statements and related disclosures. |
Business Combinations
Business Combinations | 9 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | BUSINESS COMBINATIONS The operating results of all acquired entities are included within the consolidated operating results of the Company from the date of each respective acquisition. FCX Acquisition On January 31, 2018, the Company completed the acquisition of 100% of the outstanding shares of FCX Performance, Inc. ("FCX"), a Columbus, Ohio based distributor of specialty process flow control products and services. The total consideration transferred for the acquisition was $784,281 , which was financed by cash-on-hand and a new credit facility comprised of a $780,000 Term Loan A and a $250,000 revolver, effective with the transaction closing. See note 4 Debt. As a distributor of highly engineered valves, instruments, pumps and lifecycle services to MRO (Maintenance, Repair & Operations) and OEM (Original Equipment Manufacturer) customers across diverse industrial and process end markets, this business will be included in the Fluid Power & Flow Control Segment. The following table summarizes the consideration transferred, assets acquired, and liabilities assumed in connection with the acquisition of FCX based on their preliminary estimated fair values at the acquisition date, which are subject to adjustment. The purchase accounting will be finalized within one year from the acquisition date. FCX Acquisition Cash $ 11,146 Accounts receivable 82,666 Inventories 45,696 Other current assets 2,204 Property 8,512 Identifiable intangible assets 305,420 Goodwill 420,953 Other assets 823 Total assets acquired 877,420 Accounts payable and accrued liabilities 49,338 Other liabilities 803 Deferred tax liabilities 42,998 Net assets acquired $ 784,281 The goodwill recognized is attributable primarily to expected synergies and other benefits that the Company believes will result from the acquisition of FCX. Net sales, operating income and net income from the FCX acquisition included in the Company’s results since January 31, 2018, the date of the acquisition, are as follows: January 31, 2018 to March 31, 2018 Net sales $ 100,368 Operating income $ 6,945 Net income $ 4,922 The company incurred $2,916 in third-party costs during the nine months ended March 31, 2018 pertaining to the acquisition of FCX. These costs are included in selling, distribution and administration expense in the condensed statements of consolidated income for the nine months ended March 31, 2018 . The following unaudited pro forma consolidated results of operations have been prepared as if the FCX acquisition (including the related acquisition costs) had occurred at the beginning of fiscal 2017: Three Months Ended March 31, Nine Months Ended March 31, Pro forma 2018 2017 2018 2017 Sales $ 866,818 $ 764,999 $ 2,432,709 $ 2,167,280 Operating income 55,950 46,917 156,267 131,616 Net income 35,577 26,153 107,738 71,577 Diluted net income per share $ 0.91 $ 0.66 $ 2.74 $ 1.82 These pro forma amounts have been calculated after applying the Company’s accounting policies and adjusting the results to reflect additional amortization that would have been recorded assuming the fair value adjustments to identified intangible assets had been applied as of July 1, 2016. In addition, pro forma adjustments have been made for the interest expense that would have been incurred as a result of the indebtedness used to finance the acquisitions. The pro forma net income amounts also incorporate an adjustment to the recorded income tax expense for the income tax effect of the pro forma adjustments described above. These pro forma results of operations do not include any anticipated synergies or other effects of the planned integration of FCX; accordingly, such pro forma adjustments do not purport to be indicative of the results of operations that actually would have resulted had the acquisitions occurred as of the date indicated or that may result in the future. Other Fiscal 2018 Acquisition On July 3, 2017, the Company acquired 100% of the outstanding stock of Dise ñ o, Construcciones y Fabricaciones Hispanoamericanas, S.A. ("DICOFASA"), a distributor of accessories and components for hydraulic systems and lubrication, located in Puebla, Mexico. DICOFASA is included in the Service Center Based Distribution segment. The purchase price for the acquisition was $5,920 , net tangible assets acquired were $3,395 , and goodwill was $2,525 based upon estimated fair values at the acquisition date. The purchase price includes $906 of acquisition holdback payments. Due to changes in foreign currency exchange rates, the balance of $908 is included in other current liabilities and other liabilities on the condensed consolidated balance sheets as of March 31, 2018 , which will be paid on the first three anniversaries of the acquisition with interest at a fixed rate of 1.5% per annum. The Company funded this acquisition using available cash. The acquisition price and the results of operations for the acquired entity are not material in relation to the Company's consolidated financial statements. Fiscal 2017 Acquisition On March 3, 2017, the Company acquired substantially all of the net assets of Sentinel Fluid Controls ("Sentinel"), a distributor of hydraulic and lubrication components, systems and solutions operating from four locations. Sentinel is included in the Fluid Power & Flow Control segment. The purchase price for the acquisition was $3,755 , net tangible assets acquired were $3,130 , and goodwill was $625 based upon estimated fair values at the acquisition date. The purchase price included $982 of acquisition holdback payments. The remaining balance of $807 will be paid plus interest at various times in the future and is included in other current liabilities and other liabilities on the condensed consolidated balance sheets as of March 31, 2018 . The Company funded the amount paid for the acquisition at closing using available cash. The acquisition price and the results of operations for the acquired entity are not material in relation to the Company's consolidated financial statements. |
Goodwill and Intangibles
Goodwill and Intangibles | 9 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLES | GOODWILL AND INTANGIBLES The changes in the carrying amount of goodwill for both the Service Center Based Distribution segment and the Fluid Power & Flow Control segment for the fiscal year ended June 30, 2017 and the nine month period ended March 31, 2018 are as follows: Service Centers Fluid Power & Flow Control Total Balance at July 1, 2016 $ 198,486 $ 4,214 $ 202,700 Goodwill acquired during the period 3,220 625 3,845 Other, primarily currency translation 34 (444 ) (410 ) Balance at June 30, 2017 $ 201,740 $ 4,395 $ 206,135 Goodwill acquired during the period 2,525 420,953 423,478 Other, primarily currency translation 170 — 170 Balance at March 31, 2018 $ 204,435 $ 425,348 $ 629,783 During the first quarter of fiscal 2017 , the Company recorded an adjustment to the preliminary estimated fair value of intangible assets related to the HUB acquisition. The fair values of the customer relationships and trade names intangible assets were decreased by $2,636 and $584 , respectively, with a corresponding total increase to goodwill of $3,220 . The changes to the preliminary estimated fair values resulted in a decrease to amortization expense of $156 during the nine months ended March 31, 2017 , which is recorded in selling, distribution and administrative expense on the condensed statements of consolidated income. The Company has six ( 6 ) reporting units for which an annual goodwill impairment assessment was performed as of January 1, 2018. The Company concluded that all of the reporting units’ fair value exceeded their carrying amounts by at least 30% as of January 1, 2018. The fair values of the reporting units in accordance with the goodwill impairment test were determined using the Income and Market approaches. The Income approach employs the discounted cash flow method reflecting projected cash flows expected to be generated by market participants and then adjusted for time value of money factors. The Market approach utilizes an analysis of comparable publicly traded companies. The techniques used in the Company's impairment tests have incorporated a number of assumptions that the Company believes to be reasonable and to reflect known market conditions at the measurement dates. Assumptions in estimating future cash flows are subject to a degree of judgment. The Company makes all efforts to forecast future cash flows as accurately as possible with the information available at the measurement date. The Company evaluates the appropriateness of its assumptions and overall forecasts by comparing projected results of upcoming years with actual results of preceding years. Key Level 3 based assumptions relate to pricing trends, inventory costs, customer demand, and revenue growth. A number of benchmarks from independent industry and other economic publications were also used. Changes in future results, assumptions, and estimates after the measurement date may lead to an outcome where impairment charges would be required in future periods. Specifically, actual results may vary from the Company’s forecasts and such variations may be material and unfavorable, thereby triggering the need for future impairment tests where the conclusions may differ in reflection of prevailing market conditions. At March 31, 2018 and June 30, 2017 , accumulated goodwill impairment losses, subsequent to fiscal year 2002, totaled $64,794 related to the Service Center Based Distribution segment and $36,605 related to the Fluid Power & Flow Control segment. The Company’s identifiable intangible assets resulting from business combinations are amortized over their estimated period of benefit and consist of the following: March 31, 2018 Amount Accumulated Amortization Net Book Value Finite-Lived Identifiable Intangibles: Customer relationships $ 467,938 $ 117,213 $ 350,725 Trade names 114,563 22,372 92,191 Vendor relationships 11,503 7,223 4,280 Non-competition agreements 3,552 2,659 893 Total Identifiable Intangibles $ 597,556 $ 149,467 $ 448,089 June 30, 2017 Amount Accumulated Amortization Net Book Value Finite-Lived Identifiable Intangibles: Customer relationships $ 235,009 $ 102,414 $ 132,595 Trade names 43,873 19,295 24,578 Vendor relationships 14,152 9,141 5,011 Non-competition agreements 3,788 2,410 1,378 Total Identifiable Intangibles $ 296,822 $ 133,260 $ 163,562 Amounts include the impact of foreign currency translation. Fully amortized amounts are written off. During the nine month period ended March 31, 2018 , the Company acquired identifiable intangible assets with a preliminary acquisition cost allocation and weighted-average life as follows: Acquisition Cost Allocation Weighted-Average Life Customer relationships $ 234,370 20 Trade names 71,050 10 Total Intangibles Acquired $ 305,420 17.7 Estimated future amortization expense by fiscal year (based on the Company’s identifiable intangible assets as of March 31, 2018 ) for the next five years is as follows: $11,900 for the remainder of 2018 , $46,600 for 2019 , $45,100 for 2020 , $42,700 for 2021 , $40,300 for 2022 and $37,800 for 2023 . |
Debt (Notes)
Debt (Notes) | 9 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | DEBT Revolving Credit Facility & Term Loan In January 2018, in conjunction with the acquisition of FCX, the Company refinanced its existing credit facility and entered into a new five-year credit facility with a group of banks expiring in January 2023 . This agreement provides for a $780,000 unsecured term loan and a $250,000 unsecured revolving credit facility. Fees on this facility range from 0.10% to 0.20% per year based upon the Company's leverage ratio at each quarter end. Borrowings under this agreement carry variable interest rates tied to either LIBOR or prime at the Company's discretion. At March 31, 2018 , the Company had $780,000 outstanding under the term loan and $87,500 outstanding under the revolver. Unused lines under this facility, net of outstanding letters of credit of $3,637 to secure certain insurance obligations, totaled $158,863 at March 31, 2018 , and were available to fund future acquisitions or other capital and operating requirements. The interest rate on the term loan as of March 31, 2018 was 3.69% . The weighted average interest rate on the amount outstanding under the revolving credit facility as of March 31, 2018 was 3.49% . The new credit facility replaced the Company's previous credit facility agreement. At June 30, 2017 , the Company had $120,313 outstanding under the term loan in the previous credit facility agreement, which carried a variable interest rate tied to LIBOR and was 2.25% as of June 30, 2017 . No amount was outstanding under the revolver as of June 30, 2017 . Unused lines under this facility, net of outstanding letters of credit of $2,441 to secure certain insurance obligations, totaled $247,559 at June 30, 2017 . Additionally, the Company had letters of credit outstanding with a separate bank, not associated with either revolving credit agreement, in the amount of $2,698 as of March 31, 2018 and June 30, 2017 , in order to secure certain insurance obligations. Other Long-Term Borrowings At March 31, 2018 and June 30, 2017 , the Company had borrowings outstanding under its unsecured shelf facility agreement with Prudential Investment Management of $170,000 . Fees on this facility range from 0.25% to 1.25% per year based upon the Company's leverage ratio at each quarter end. The "Series C" notes have a principal amount of $120,000 and carry a fixed interest rate of 3.19% , and are due in equal principal payments in July 2020, 2021 and 2022. The "Series D" notes have a principal amount of $50,000 and carry a fixed interest rate of 3.21% , and are due in equal principal payments in October 2019 and 2023. As of March 31, 2018 , $50,000 in additional financing was available under this facility. In 2014, the Company assumed $2,359 of debt as a part of the headquarters facility acquisition. The 1.5% fixed interest rate note is held by the State of Ohio Development Services Agency, maturing in May 2024. At March 31, 2018 and June 30, 2017 , $1,496 and $1,669 was outstanding, respectively. Unamortized debt issue costs of $551 and $105 are included as a reduction of current portion of long-term debt on the condensed consolidated balance sheets as of March 31, 2018 and June 30, 2017 , respectively. Unamortized debt issue costs of $1,936 and $294 are included as a reduction of long-term debt on the condensed consolidated balance sheets as of March 31, 2018 and June 30, 2017 , respectively. The new credit facility and unsecured shelf facility contain restrictive covenants regarding liquidity, net worth, financial ratios, and other covenants. At March 31, 2018 , the most restrictive of these covenants required that the Company have net indebtedness less than 4.25 times consolidated income before interest, taxes, depreciation and amortization. At March 31, 2018 , the Company's indebtedness was less than 3.5 times consolidated income before interest, taxes, depreciation and amortization. The Company was in compliance with all covenants at March 31, 2018 . |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Marketable securities measured at fair value at March 31, 2018 and June 30, 2017 totaled $10,051 and $10,481 , respectively. These marketable securities are held in a rabbi trust for a non-qualified deferred compensation plan. The marketable securities are included in other assets on the accompanying condensed consolidated balance sheets and their fair values are based upon quoted market prices in an active market (Level 1 in the fair value hierarchy). The fair value of the Company's fixed interest rate debt outstanding under its unsecured shelf facility agreement with Prudential Investment Management approximated its carrying value at both March 31, 2018 and June 30, 2017 (Level 2 in the fair value hierarchy). The revolving credit facility and the term loan contain variable interest rates and their carrying values approximated fair value at both March 31, 2018 and June 30, 2017 (Level 2 in the fair value hierarchy). |
Income Taxes (Notes)
Income Taxes (Notes) | 9 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | INCOME TAXES On December 22, 2017, the Tax Cuts and Jobs Act (the "Act") was enacted in the U.S., making significant changes to U.S. tax law. The Act reduces the U.S. federal corporate income tax rate from 35% to 21% , requires companies to pay a one-time transition tax on certain un-remitted earnings of foreign subsidiaries that were previously tax deferred, generally eliminates U.S. federal income tax on dividends from foreign subsidiaries, and creates new taxes on certain foreign-sourced earnings. During the nine months ended March 31, 2018 , the Company revised its estimated annual effective tax rate to reflect the change in the federal statutory rate from 35% to 21% . The rate change is administratively effective as of the beginning of our fiscal year, resulting in the Company using a blended statutory rate for the annual period of 28.06% . The corporate income tax rate change had a favorable impact to the Company of $8,823 for the nine months ended March 31, 2018 . The SEC staff issued SAB 118, which provides guidance on accounting for the tax effects of the Act for which the accounting under ASC 740 is incomplete. To the extent that a company's accounting for certain income tax effects of the Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before enactment of the Act. Accordingly, as of March 31, 2018 , we have not completed our accounting for the tax effects of the Act. However, we have made a reasonable estimate of the one-time transition tax and recognized a provisional tax liability of $3,936 . We also re-measured the applicable deferred tax assets and liabilities based on the rates at which they are expected to reverse. However, we are still analyzing certain aspects of the Act and refining our calculations, which could potentially affect the measurement of these balances or potentially give rise to new deferred tax amounts. The provisional amount recorded related to the re-measurement of our deferred tax balance was not material to the Company's condensed consolidated financial statements. Overall, the Act resulted in a net tax benefit of $4,915 . The net tax benefit of $2,952 and $4,915 for the quarter and nine months ending March 31, 2018 , respectively, was recorded as a discrete tax benefit and is included as a component of income tax expense in the condensed statements of consolidated income. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Mar. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
SHAREHOLDERS' EQUITY | SHAREHOLDERS' EQUITY Accumulated Other Comprehensive (Loss) Income Changes in the accumulated other comprehensive (loss) income, are comprised of the following amounts shown net of taxes: Three Months Ended March 31, 2018 Foreign currency translation adjustment Unrealized gain on securities available for sale Postemployment benefits Total Accumulated other comprehensive income (loss) Balance at December 31, 2017 $ (77,355 ) $ 35 $ (2,294 ) $ (79,614 ) Other comprehensive (loss) income (378 ) 6 — (372 ) Amounts reclassified from accumulated other comprehensive (loss) income — — (14 ) (14 ) Net current-period other comprehensive (loss) income (378 ) 6 (14 ) (386 ) Balance at March 31, 2018 $ (77,733 ) $ 41 $ (2,308 ) $ (80,000 ) Three Months Ended March 31, 2017 Foreign currency translation adjustment Unrealized (loss) gain on securities available for sale Postemployment benefits Total Accumulated other comprehensive income (loss) Balance at December 31, 2016 $ (93,964 ) $ 11 $ (3,669 ) $ (97,622 ) Other comprehensive income 8,132 1 — 8,133 Amounts reclassified from accumulated other comprehensive (loss) income — — 77 77 Net current-period other comprehensive income 8,132 1 77 8,210 Balance at March 31, 2017 $ (85,832 ) $ 12 $ (3,592 ) $ (89,412 ) Nine Months Ended March 31, 2018 Foreign currency translation adjustment Unrealized (loss) gain on securities available for sale Postemployment benefits Total Accumulated other comprehensive income (loss) Balance at July 1, 2017 $ (79,447 ) $ 21 $ (2,276 ) $ (81,702 ) Other comprehensive income 1,714 20 — 1,734 Amounts reclassified from accumulated other comprehensive (loss) income — — (32 ) (32 ) Net current-period other comprehensive income (loss) 1,714 20 (32 ) 1,702 Balance at March 31, 2018 $ (77,733 ) $ 41 $ (2,308 ) $ (80,000 ) Nine Months Ended March 31, 2017 Foreign currency translation adjustment Unrealized loss on securities available for sale Postemployment benefits Total Accumulated other comprehensive income (loss) Balance at July 1, 2016 $ (81,685 ) $ (38 ) $ (3,823 ) $ (85,546 ) Other comprehensive (loss) income (4,147 ) 50 — (4,097 ) Amounts reclassified from accumulated other comprehensive (loss) income — — 231 231 Net current-period other comprehensive (loss) income (4,147 ) 50 231 (3,866 ) Balance at March 31, 2017 $ (85,832 ) $ 12 $ (3,592 ) $ (89,412 ) Other Comprehensive (Loss) Income Details of other comprehensive (loss) income are as follows: Three Months Ended March 31, 2018 2017 Pre-Tax Amount Tax Expense (Benefit) Net Amount Pre-Tax Amount Tax Expense Net Amount Foreign currency translation adjustments $ (353 ) $ 25 $ (378 ) $ 8,132 $ — $ 8,132 Postemployment benefits: Reclassification of actuarial (gains) losses and prior service cost into other (income) expense, net and included in net periodic pension costs (19 ) (5 ) (14 ) 125 48 77 Unrealized gain on investment securities available for sale (3 ) (9 ) 6 11 10 1 Other comprehensive (loss) income $ (375 ) $ 11 $ (386 ) $ 8,268 $ 58 $ 8,210 Nine Months Ended March 31, 2018 2017 Pre-Tax Amount Tax Expense (Benefit) Net Amount Pre-Tax Amount Tax Expense Net Amount Foreign currency translation adjustments $ 1,775 $ 61 $ 1,714 $ (4,147 ) $ — $ (4,147 ) Postemployment benefits: Reclassification of actuarial (gains) losses and prior service cost into other (income) expense, net and included in net periodic pension costs (55 ) (23 ) (32 ) 377 146 231 Unrealized gain on investment securities available for sale 39 19 20 77 27 50 Other comprehensive income (loss) $ 1,759 $ 57 $ 1,702 $ (3,693 ) $ 173 $ (3,866 ) Anti-dilutive Common Stock Equivalents In the three month period ended March 31, 2018 , stock options and stock appreciation rights related to 67 shares of common stock were not included in the computation of diluted earnings per share for the periods then ended as they were anti-dilutive. In the three month period ended March 31, 2017, there were no anti-dilutive shares . In the nine month periods ended March 31, 2018 and 2017 , stock options and stock appreciation rights related to 313 and 270 shares of common stock were not included in the computation of diluted earnings per share for the periods then ended as they were anti-dilutive. |
Benefit Plans
Benefit Plans | 9 Months Ended |
Mar. 31, 2018 | |
Retirement Benefits [Abstract] | |
BENEFIT PLANS | BENEFIT PLANS The following table provides summary disclosures of the net periodic postemployment costs recognized for the Company’s postemployment benefit plans: Pension Benefits Retiree Health Care Benefits Three Months Ended March 31, 2018 2017 2018 2017 Components of net periodic cost: Service cost $ 31 $ 31 $ 5 $ 7 Interest cost 182 173 13 16 Expected return on plan assets (118 ) (115 ) — — Recognized net actuarial loss (gain) 106 218 (39 ) (45 ) Amortization of prior service cost 7 22 (92 ) (68 ) Net periodic cost $ 208 $ 329 $ (113 ) $ (90 ) Pension Benefits Retiree Health Care Benefits Nine Months Ended March 31, 2018 2017 2018 2017 Components of net periodic cost: Service cost $ 93 $ 94 $ 14 $ 21 Interest cost 549 519 39 48 Expected return on plan assets (355 ) (345 ) — — Recognized net actuarial loss (gain) 318 654 (116 ) (136 ) Amortization of prior service cost 21 65 (276 ) (203 ) Net periodic cost $ 626 $ 987 $ (339 ) $ (270 ) In accordance with the Company's adoption of ASU 2017-07, the Company reports the service cost component of the net periodic post-employment costs in the same line item in the income statement as other compensation costs arising from services rendered by the employees during the period. The other components of net periodic post-employment costs are presented in the income statement separately from the service cost component and outside a subtotal of income from operations. Therefore, $36 and $38 and $107 and $115 of service costs are included in selling, distribution and administrative expense, and $59 and $201 and $180 and $602 of net other periodic post-employment costs are included in other income, net in the condensed statements of consolidated income for the three and nine months ended March 31, 2018 and 2017 , respectively. The Company contributed $2,700 to its pension benefit plans and $143 to its retiree health care plans in the nine months ended March 31, 2018 . Expected contributions for the remainder of fiscal 2018 are $120 for the pension benefit plans to fund scheduled retirement payments and $47 for retiree health care plans. |
Segment and Geographic Informat
Segment and Geographic Information | 9 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
SEGMENT AND GEOGRAPHIC INFORMATION | SEGMENT AND GEOGRAPHIC INFORMATION Effective July 1, 2017, the Company completed a number of changes to its organizational structure that resulted in a change in how the Company manages its businesses, allocates resources and measures performance. As a result, the Company has revised its reportable segments to reflect how management currently reviews financial information and makes operating decisions. All Canadian and Mexican subsidiaries are now grouped under the Service Center Based Distribution segment. All prior-period amounts have been adjusted to reflect the reportable segment change. The accounting policies of the Company’s reportable segments are generally the same as those used to prepare the condensed consolidated financial statements. Intercompany sales primarily from the Fluid Power & Flow Control segment to the Service Center Based Distribution segment of $6,706 and $6,757 , in the three months ended March 31, 2018 and 2017 , respectively, and $18,461 and $17,285 in the nine months ended March 31, 2018 and 2017, respectively, have been eliminated in the Segment Financial Information tables below. Three Months Ended Service Center Based Distribution Fluid Power & Flow Control Total March 31, 2018 Net sales $ 601,214 $ 226,451 $ 827,665 Operating income for reportable segments 48,229 26,584 74,813 Depreciation and amortization of property 3,885 828 4,713 Capital expenditures 4,385 2,054 6,439 March 31, 2017 Net sales $ 573,797 $ 105,507 $ 679,304 Operating income for reportable segments 36,042 12,268 48,310 Depreciation and amortization of property 3,650 227 3,877 Capital expenditures 3,228 1,849 5,077 Nine Months Ended Service Center Based Distribution Fluid Power & Flow Control Total March 31, 2018 Net sales $ 1,725,734 $ 449,819 $ 2,175,553 Operating income for reportable segments 111,957 53,698 165,655 Assets used in business 1,202,593 1,069,730 2,272,323 Depreciation and amortization of property 11,356 1,365 12,721 Capital expenditures 14,754 3,144 17,898 March 31, 2017 Net sales $ 1,617,361 $ 294,914 $ 1,912,275 Operating income for reportable segments 85,125 32,446 117,571 Assets used in business 1,184,150 162,541 1,346,691 Depreciation and amortization of property 10,674 690 11,364 Capital expenditures 9,496 2,291 11,787 A reconciliation of operating income for reportable segments to the condensed consolidated income before income taxes is as follows: Three Months Ended Nine Months Ended March 31, March 31, 2018 2017 2018 2017 Operating income for reportable segments $ 74,813 $ 48,310 $ 165,655 $ 117,571 Adjustment for: Intangible amortization—Service Center Based Distribution 4,311 4,714 13,248 14,312 Intangible amortization—Fluid Power & Flow Control 5,489 1,342 8,078 4,075 Corporate and other expense (income), net 8,569 (3,414 ) (10,667 ) (27,759 ) Total operating income 56,444 45,668 154,996 126,943 Interest expense, net 8,216 2,165 12,521 6,411 Other (income) expense, net (1,291 ) 154 (2,022 ) (54 ) Income before income taxes $ 49,519 $ 43,349 $ 144,497 $ 120,586 The change in corporate and other income, net is due to changes in the amounts and levels of certain supplier support benefits as well as expenses being allocated to the segments. The expenses being allocated include corporate charges for working capital, logistics support and other items. Net sales are presented in geographic areas based on the location of the facility shipping the product and are as follows: Three Months Ended Nine Months Ended March 31, March 31, 2018 2017 2018 2017 Geographic Areas: United States $ 713,895 $ 572,685 $ 1,838,471 $ 1,604,594 Canada 68,112 65,527 202,408 190,312 Other countries 45,658 41,092 134,674 117,369 Total $ 827,665 $ 679,304 $ 2,175,553 $ 1,912,275 Other countries consist of Mexico, Australia, New Zealand, and Singapore. |
Other (Income) Expense, Net
Other (Income) Expense, Net | 9 Months Ended |
Mar. 31, 2018 | |
Other Income and Expenses [Abstract] | |
OTHER (INCOME) EXPENSE, NET | OTHER (INCOME) EXPENSE, NET Other (income) expense, net consists of the following: Three Months Ended Nine Months Ended March 31, March 31, 2018 2017 2018 2017 Unrealized gain on assets held in rabbi trust for a non-qualified deferred compensation plan $ — $ (446 ) $ (784 ) $ (890 ) Foreign currency transactions loss 130 544 79 202 Net other periodic post-employment costs 59 201 180 602 Life insurance (income) expense, net (1,488 ) (160 ) (1,495 ) 32 Other, net 8 15 (2 ) — Total other (income) expense, net $ (1,291 ) $ 154 $ (2,022 ) $ (54 ) |
Subsequent Events (Notes)
Subsequent Events (Notes) | 9 Months Ended |
Mar. 31, 2018 | |
Subsequent Event [Line Items] | |
Subsequent Events [Text Block] | 11. SUBSEQUENT EVENTS We have evaluated events and transactions occurring subsequent to March 31, 2018 through the date the financial statements were issued. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | Change in Accounting Principle - Net Periodic and Post-retirement Benefit Costs In March 2017, the FASB issued its final standard on improving the presentation of net periodic pension and postretirement benefit costs. This standard, issued as ASU 2017-07, requires that an employer report the service cost component for defined benefit plans and postretirement plans in the same line item in the income statement as other compensation costs arising from services rendered by the employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations. This update is effective for annual financial statement periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted as of the beginning of an annual period. The Company early adopted ASU 2017-07 in the first quarter of fiscal 2018. The impact of the adoption of this guidance resulted in the reclassification of the other components of net benefit cost from selling, distribution, and administrative expense to other (income) expense, net in the condensed statements of consolidated income, resulting in an increase to operating income. There is no impact to income before income taxes, net income, or net income per share. The amounts reclassified resulted in an increase in operating income of $201 and $602 for the three and nine months ended March 31, 2017 , respectively. |
Inventory, Policy [Policy Text Block] | Inventory The Company uses the last-in, first-out (LIFO) method of valuing U.S. inventories. An actual valuation of inventory under the LIFO method can be made only at the end of each year based on the inventory levels and costs at that time. Accordingly, interim LIFO calculations are based on management’s estimates of expected year-end inventory levels and costs and are subject to the final year-end LIFO inventory determination. |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | Recently Issued Accounting Guidance In May 2014, the FASB issued its final standard on the recognition of revenue from contracts with customers. In February 2016, the FASB issued its final standard on accounting for leases. This standard, issued as ASU 2016-02, requires that an entity that is a lessee recognize lease assets and lease liabilities on the balance sheet for all leases and disclose key information about leasing arrangements. The core principle of this update is that a "lessee should recognize the assets and liabilities that arise from leases." This update is effective for annual and interim financial statement periods beginning after December 15, 2018, with earlier application permitted. The Company has not yet determined the impact of this pronouncement on its financial statements and related disclosures. In June 2016, the FASB issued its final standard on measurement of credit losses on financial instruments. This standard, issued as ASU 2016-13, requires that an entity measure impairment of certain financial instruments, including trade receivables, based on expected losses rather than incurred losses. This update is effective for annual and interim financial statement periods beginning after December 15, 2019, with early adoption permitted for financial statement periods beginning after December 15, 2018. The Company has not yet determined the impact of this pronouncement on its financial statements and related disclosures. In August 2016, the FASB issued its final standard on the classification of certain cash receipts and cash payments within the statement of cash flows. This standard, issued as ASU 2016-15, makes a number of changes meant to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows. This update is effective for annual and interim financial statement periods beginning after December 15, 2018, with early adoption permitted. The Company has not yet determined the impact of this pronouncement on its financial statements and related disclosures. In October 2016, the FASB issued its final standard on the income tax consequences of intra-entity transfers of assets other than inventory. This standard, issued as ASU 2016-16, requires that an entity recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs and eliminates the exception for an intra-entity transfer of an asset other than inventory. This update is effective for annual and interim financial statement periods beginning after December 15, 2017, with early adoption permitted. The Company has not yet determined the impact of this pronouncement on its financial statements and related disclosures. In January 2017, the FASB issued its final standard on simplifying the test for goodwill impairment. This standard, issued as ASU 2017-04, eliminates step 2 from the goodwill impairment test and instead requires an entity to perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An impairment charge would be recognized for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to that reporting unit. This update is effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted. Upon adoption, the Company will apply this guidance prospectively to its annual and interim goodwill impairment tests and disclose the change in accounting principle. In May 2017, the FASB issued its final standard on scope of modification accounting. This standard, issued as ASU 2017-09, provides guidance about which change to the terms or conditions of a share-based payment award require an entity to apply modification accounting. This update is effective for annual and interim financial statement periods beginning after December 15, 2017, with early adoption permitted. The Company has not yet determined the impact of this pronouncement on its financial statements and related disclosures. In January 2018, the FASB issued its final standard on reporting comprehensive income. The standard, issued as ASU 2018-02, allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. This update is effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted. The Company has not yet determined the impact of this pronouncement on its financial statements and related disclosures. |
Business Combinations Business
Business Combinations Business Combinations (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
Business Acquisition [Line Items] | |
Business Combination, Separately Recognized Transactions [Table Text Block] | Net sales, operating income and net income from the FCX acquisition included in the Company’s results since January 31, 2018, the date of the acquisition, are as follows: January 31, 2018 to March 31, 2018 Net sales $ 100,368 Operating income $ 6,945 Net income $ 4,922 |
Business Acquisition, Pro Forma Information [Table Text Block] | The following unaudited pro forma consolidated results of operations have been prepared as if the FCX acquisition (including the related acquisition costs) had occurred at the beginning of fiscal 2017: Three Months Ended March 31, Nine Months Ended March 31, Pro forma 2018 2017 2018 2017 Sales $ 866,818 $ 764,999 $ 2,432,709 $ 2,167,280 Operating income 55,950 46,917 156,267 131,616 Net income 35,577 26,153 107,738 71,577 Diluted net income per share $ 0.91 $ 0.66 $ 2.74 $ 1.82 |
FCX Performance, Inc [Member] | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The following table summarizes the consideration transferred, assets acquired, and liabilities assumed in connection with the acquisition of FCX based on their preliminary estimated fair values at the acquisition date, which are subject to adjustment. The purchase accounting will be finalized within one year from the acquisition date. FCX Acquisition Cash $ 11,146 Accounts receivable 82,666 Inventories 45,696 Other current assets 2,204 Property 8,512 Identifiable intangible assets 305,420 Goodwill 420,953 Other assets 823 Total assets acquired 877,420 Accounts payable and accrued liabilities 49,338 Other liabilities 803 Deferred tax liabilities 42,998 Net assets acquired $ 784,281 The goodwill recognized is attributable primarily to expected synergies and other benefits that the Company believes will result from the acquisition of FCX. |
Goodwill and Intangibles (Table
Goodwill and Intangibles (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in the carrying amount of goodwill by reportable segment | The changes in the carrying amount of goodwill for both the Service Center Based Distribution segment and the Fluid Power & Flow Control segment for the fiscal year ended June 30, 2017 and the nine month period ended March 31, 2018 are as follows: Service Centers Fluid Power & Flow Control Total Balance at July 1, 2016 $ 198,486 $ 4,214 $ 202,700 Goodwill acquired during the period 3,220 625 3,845 Other, primarily currency translation 34 (444 ) (410 ) Balance at June 30, 2017 $ 201,740 $ 4,395 $ 206,135 Goodwill acquired during the period 2,525 420,953 423,478 Other, primarily currency translation 170 — 170 Balance at March 31, 2018 $ 204,435 $ 425,348 $ 629,783 |
Schedule of Intangible Assets | The Company’s identifiable intangible assets resulting from business combinations are amortized over their estimated period of benefit and consist of the following: March 31, 2018 Amount Accumulated Amortization Net Book Value Finite-Lived Identifiable Intangibles: Customer relationships $ 467,938 $ 117,213 $ 350,725 Trade names 114,563 22,372 92,191 Vendor relationships 11,503 7,223 4,280 Non-competition agreements 3,552 2,659 893 Total Identifiable Intangibles $ 597,556 $ 149,467 $ 448,089 June 30, 2017 Amount Accumulated Amortization Net Book Value Finite-Lived Identifiable Intangibles: Customer relationships $ 235,009 $ 102,414 $ 132,595 Trade names 43,873 19,295 24,578 Vendor relationships 14,152 9,141 5,011 Non-competition agreements 3,788 2,410 1,378 Total Identifiable Intangibles $ 296,822 $ 133,260 $ 163,562 Amounts include the impact of foreign currency translation. Fully amortized amounts are written off. |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | During the nine month period ended March 31, 2018 , the Company acquired identifiable intangible assets with a preliminary acquisition cost allocation and weighted-average life as follows: Acquisition Cost Allocation Weighted-Average Life Customer relationships $ 234,370 20 Trade names 71,050 10 Total Intangibles Acquired $ 305,420 17.7 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Accumulated Other Comprehensive (Loss) Income Changes in the accumulated other comprehensive (loss) income, are comprised of the following amounts shown net of taxes: Three Months Ended March 31, 2018 Foreign currency translation adjustment Unrealized gain on securities available for sale Postemployment benefits Total Accumulated other comprehensive income (loss) Balance at December 31, 2017 $ (77,355 ) $ 35 $ (2,294 ) $ (79,614 ) Other comprehensive (loss) income (378 ) 6 — (372 ) Amounts reclassified from accumulated other comprehensive (loss) income — — (14 ) (14 ) Net current-period other comprehensive (loss) income (378 ) 6 (14 ) (386 ) Balance at March 31, 2018 $ (77,733 ) $ 41 $ (2,308 ) $ (80,000 ) Three Months Ended March 31, 2017 Foreign currency translation adjustment Unrealized (loss) gain on securities available for sale Postemployment benefits Total Accumulated other comprehensive income (loss) Balance at December 31, 2016 $ (93,964 ) $ 11 $ (3,669 ) $ (97,622 ) Other comprehensive income 8,132 1 — 8,133 Amounts reclassified from accumulated other comprehensive (loss) income — — 77 77 Net current-period other comprehensive income 8,132 1 77 8,210 Balance at March 31, 2017 $ (85,832 ) $ 12 $ (3,592 ) $ (89,412 ) Nine Months Ended March 31, 2018 Foreign currency translation adjustment Unrealized (loss) gain on securities available for sale Postemployment benefits Total Accumulated other comprehensive income (loss) Balance at July 1, 2017 $ (79,447 ) $ 21 $ (2,276 ) $ (81,702 ) Other comprehensive income 1,714 20 — 1,734 Amounts reclassified from accumulated other comprehensive (loss) income — — (32 ) (32 ) Net current-period other comprehensive income (loss) 1,714 20 (32 ) 1,702 Balance at March 31, 2018 $ (77,733 ) $ 41 $ (2,308 ) $ (80,000 ) Nine Months Ended March 31, 2017 Foreign currency translation adjustment Unrealized loss on securities available for sale Postemployment benefits Total Accumulated other comprehensive income (loss) Balance at July 1, 2016 $ (81,685 ) $ (38 ) $ (3,823 ) $ (85,546 ) Other comprehensive (loss) income (4,147 ) 50 — (4,097 ) Amounts reclassified from accumulated other comprehensive (loss) income — — 231 231 Net current-period other comprehensive (loss) income (4,147 ) 50 231 (3,866 ) Balance at March 31, 2017 $ (85,832 ) $ 12 $ (3,592 ) $ (89,412 ) |
Schedule of Comprehensive Income (Loss) [Table Text Block] | Details of other comprehensive (loss) income are as follows: Three Months Ended March 31, 2018 2017 Pre-Tax Amount Tax Expense (Benefit) Net Amount Pre-Tax Amount Tax Expense Net Amount Foreign currency translation adjustments $ (353 ) $ 25 $ (378 ) $ 8,132 $ — $ 8,132 Postemployment benefits: Reclassification of actuarial (gains) losses and prior service cost into other (income) expense, net and included in net periodic pension costs (19 ) (5 ) (14 ) 125 48 77 Unrealized gain on investment securities available for sale (3 ) (9 ) 6 11 10 1 Other comprehensive (loss) income $ (375 ) $ 11 $ (386 ) $ 8,268 $ 58 $ 8,210 Nine Months Ended March 31, 2018 2017 Pre-Tax Amount Tax Expense (Benefit) Net Amount Pre-Tax Amount Tax Expense Net Amount Foreign currency translation adjustments $ 1,775 $ 61 $ 1,714 $ (4,147 ) $ — $ (4,147 ) Postemployment benefits: Reclassification of actuarial (gains) losses and prior service cost into other (income) expense, net and included in net periodic pension costs (55 ) (23 ) (32 ) 377 146 231 Unrealized gain on investment securities available for sale 39 19 20 77 27 50 Other comprehensive income (loss) $ 1,759 $ 57 $ 1,702 $ (3,693 ) $ 173 $ (3,866 ) |
Benefit Plans (Tables)
Benefit Plans (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
Retirement Benefits [Abstract] | |
Net periodic costs | The following table provides summary disclosures of the net periodic postemployment costs recognized for the Company’s postemployment benefit plans: Pension Benefits Retiree Health Care Benefits Three Months Ended March 31, 2018 2017 2018 2017 Components of net periodic cost: Service cost $ 31 $ 31 $ 5 $ 7 Interest cost 182 173 13 16 Expected return on plan assets (118 ) (115 ) — — Recognized net actuarial loss (gain) 106 218 (39 ) (45 ) Amortization of prior service cost 7 22 (92 ) (68 ) Net periodic cost $ 208 $ 329 $ (113 ) $ (90 ) Pension Benefits Retiree Health Care Benefits Nine Months Ended March 31, 2018 2017 2018 2017 Components of net periodic cost: Service cost $ 93 $ 94 $ 14 $ 21 Interest cost 549 519 39 48 Expected return on plan assets (355 ) (345 ) — — Recognized net actuarial loss (gain) 318 654 (116 ) (136 ) Amortization of prior service cost 21 65 (276 ) (203 ) Net periodic cost $ 626 $ 987 $ (339 ) $ (270 ) |
Segment and Geographic Inform23
Segment and Geographic Information (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment financial information | Three Months Ended Service Center Based Distribution Fluid Power & Flow Control Total March 31, 2018 Net sales $ 601,214 $ 226,451 $ 827,665 Operating income for reportable segments 48,229 26,584 74,813 Depreciation and amortization of property 3,885 828 4,713 Capital expenditures 4,385 2,054 6,439 March 31, 2017 Net sales $ 573,797 $ 105,507 $ 679,304 Operating income for reportable segments 36,042 12,268 48,310 Depreciation and amortization of property 3,650 227 3,877 Capital expenditures 3,228 1,849 5,077 Nine Months Ended Service Center Based Distribution Fluid Power & Flow Control Total March 31, 2018 Net sales $ 1,725,734 $ 449,819 $ 2,175,553 Operating income for reportable segments 111,957 53,698 165,655 Assets used in business 1,202,593 1,069,730 2,272,323 Depreciation and amortization of property 11,356 1,365 12,721 Capital expenditures 14,754 3,144 17,898 March 31, 2017 Net sales $ 1,617,361 $ 294,914 $ 1,912,275 Operating income for reportable segments 85,125 32,446 117,571 Assets used in business 1,184,150 162,541 1,346,691 Depreciation and amortization of property 10,674 690 11,364 Capital expenditures 9,496 2,291 11,787 |
Reconciliation of operating income for reportable segments to the consolidated income before income taxes | A reconciliation of operating income for reportable segments to the condensed consolidated income before income taxes is as follows: Three Months Ended Nine Months Ended March 31, March 31, 2018 2017 2018 2017 Operating income for reportable segments $ 74,813 $ 48,310 $ 165,655 $ 117,571 Adjustment for: Intangible amortization—Service Center Based Distribution 4,311 4,714 13,248 14,312 Intangible amortization—Fluid Power & Flow Control 5,489 1,342 8,078 4,075 Corporate and other expense (income), net 8,569 (3,414 ) (10,667 ) (27,759 ) Total operating income 56,444 45,668 154,996 126,943 Interest expense, net 8,216 2,165 12,521 6,411 Other (income) expense, net (1,291 ) 154 (2,022 ) (54 ) Income before income taxes $ 49,519 $ 43,349 $ 144,497 $ 120,586 The change in corporate and other income, net is due to changes in the amounts and levels of certain supplier support benefits as well as expenses being allocated to the segments. The expenses being allocated include corporate charges for working capital, logistics support and other items. |
Net sales are presented in geographic areas | Net sales are presented in geographic areas based on the location of the facility shipping the product and are as follows: Three Months Ended Nine Months Ended March 31, March 31, 2018 2017 2018 2017 Geographic Areas: United States $ 713,895 $ 572,685 $ 1,838,471 $ 1,604,594 Canada 68,112 65,527 202,408 190,312 Other countries 45,658 41,092 134,674 117,369 Total $ 827,665 $ 679,304 $ 2,175,553 $ 1,912,275 Other countries consist of Mexico, Australia, New Zealand, and Singapore. |
Other (Income) Expense, Net (Ta
Other (Income) Expense, Net (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
Other Income and Expenses [Abstract] | |
Other (income) expense, net | Other (income) expense, net consists of the following: Three Months Ended Nine Months Ended March 31, March 31, 2018 2017 2018 2017 Unrealized gain on assets held in rabbi trust for a non-qualified deferred compensation plan $ — $ (446 ) $ (784 ) $ (890 ) Foreign currency transactions loss 130 544 79 202 Net other periodic post-employment costs 59 201 180 602 Life insurance (income) expense, net (1,488 ) (160 ) (1,495 ) 32 Other, net 8 15 (2 ) — Total other (income) expense, net $ (1,291 ) $ 154 $ (2,022 ) $ (54 ) |
Basis of Presentation Change in
Basis of Presentation Change in Accounting Principle (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Net other periodic post-employment costs | $ 59 | $ 201 | $ 180 | $ 602 |
Adjustments for New Accounting Pronouncement [Member] | ||||
Net other periodic post-employment costs | $ 201 | $ 602 |
Business Combinations Busines26
Business Combinations Business Combinations (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Jun. 30, 2017 | Jun. 30, 2016 |
Business Acquisition [Line Items] | |||
Goodwill | $ 629,783 | $ 206,135 | $ 202,700 |
FCX Performance, Inc [Member] | |||
Business Acquisition [Line Items] | |||
Cash | 11,146 | ||
Accounts receivable | 82,666 | ||
Inventories | 45,696 | ||
Other current assets | 2,204 | ||
Property | 8,512 | ||
Identifiable intangible assets | 305,420 | ||
Goodwill | 420,953 | ||
Other assets | 823 | ||
Total assets acquired | 877,420 | ||
Accounts payable and accrued liabilities | 49,338 | ||
Other liabilities | 803 | ||
Deferred tax liabilities | 42,998 | ||
Net assets acquired | $ 784,281 |
Business Combinations Busines27
Business Combinations Business Combinations (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Operating Income | $ 56,444 | $ 45,668 | $ 154,996 | $ 126,943 |
FCX Performance, Inc [Member] | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Net sales | 100,368 | |||
Operating Income | 6,945 | |||
Net income | $ 4,922 |
Business Combinations Busines28
Business Combinations Business Combinations (Details 2) - FCX Performance, Inc [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Pro Forma Sales | $ 866,818 | $ 764,999 | $ 2,432,709 | $ 2,167,280 |
Pro Forma Operating Income | 55,950 | 46,917 | 156,267 | 131,616 |
Pro Forma Net Income | $ 35,577 | $ 26,153 | $ 107,738 | $ 71,577 |
Pro Forma Diluted Net Income Per Share | $ 0.91 | $ 0.66 | $ 2.74 | $ 1.82 |
Business Combinations Busines29
Business Combinations Business Combinations Textuals (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2018 | Jun. 30, 2017 | Jan. 31, 2018 | Jul. 03, 2017 | |
Business Combination, Acquisition Related Costs | $ 2,916 | ||||
FCX Performance, Inc [Member] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||
Total Consideration | 784,281 | ||||
DICOFASA [Member] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||
Total Consideration | $ 5,920 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 3,395 | 3,395 | |||
Intangible Assets, Net (Including Goodwill) | 2,525 | 2,525 | |||
Funding from Holdback Payments | $ 906 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | ||||
DICOFASA [Member] | Other Liabilities [Member] | |||||
Funding from Holdback Payments | 908 | 908 | |||
Sentinel Fluid Controls [Member] | |||||
Total Consideration | $ 3,755 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 3,130 | ||||
Intangible Assets, Net (Including Goodwill) | 625 | ||||
Funding from Holdback Payments | 982 | ||||
Sentinel Fluid Controls [Member] | Other Liabilities [Member] | |||||
Funding from Holdback Payments | $ 807 | ||||
Revolving Credit Facility [Member] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | 250,000 | 250,000 | |||
Long-term Debt [Member] | |||||
Debt Instrument, Face Amount | $ 780,000 | $ 780,000 |
Goodwill and Intangibles (Detai
Goodwill and Intangibles (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Jun. 30, 2017 | |
Changes in the carrying amount of goodwill by reportable segment | ||
Balance at beginning of period | $ 206,135 | $ 202,700 |
Goodwill acquired during the period | 423,478 | 3,845 |
Other, primarily currency translation | 170 | (410) |
Balance at end of period | 629,783 | 206,135 |
Service Center Based Distribution Segment [Member] | ||
Changes in the carrying amount of goodwill by reportable segment | ||
Balance at beginning of period | 201,740 | 198,486 |
Goodwill acquired during the period | 2,525 | 3,220 |
Other, primarily currency translation | 170 | 34 |
Balance at end of period | 204,435 | 201,740 |
Fluid Power & Flow Control Segment [Member] | ||
Changes in the carrying amount of goodwill by reportable segment | ||
Balance at beginning of period | 4,395 | 4,214 |
Goodwill acquired during the period | 420,953 | 625 |
Other, primarily currency translation | 0 | (444) |
Balance at end of period | $ 425,348 | $ 4,395 |
Goodwill and Intangibles (Det31
Goodwill and Intangibles (Details 1) - USD ($) $ in Thousands | Mar. 31, 2018 | Jun. 30, 2017 |
Amortization details resulting from business combinations | ||
Amount | $ 597,556 | $ 296,822 |
Accumulated Amortization | 149,467 | 133,260 |
Net Book Value | 448,089 | 163,562 |
Customer relationships | ||
Amortization details resulting from business combinations | ||
Amount | 467,938 | 235,009 |
Accumulated Amortization | 117,213 | 102,414 |
Net Book Value | 350,725 | 132,595 |
Trade names | ||
Amortization details resulting from business combinations | ||
Amount | 114,563 | 43,873 |
Accumulated Amortization | 22,372 | 19,295 |
Net Book Value | 92,191 | 24,578 |
Vendor relationships | ||
Amortization details resulting from business combinations | ||
Amount | 11,503 | 14,152 |
Accumulated Amortization | 7,223 | 9,141 |
Net Book Value | 4,280 | 5,011 |
Non-competition agreements | ||
Amortization details resulting from business combinations | ||
Amount | 3,552 | 3,788 |
Accumulated Amortization | 2,659 | 2,410 |
Net Book Value | $ 893 | $ 1,378 |
Goodwill and Intangibles Goodwi
Goodwill and Intangibles Goodwill and Intangibles (Details 2) $ in Thousands | 9 Months Ended |
Mar. 31, 2018USD ($) | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived Intangible Assets Acquired | $ 305,420 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 17 years 8 months |
Customer-Related Intangible Assets [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived Intangible Assets Acquired | $ 234,370 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 20 years |
Trade Names [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived Intangible Assets Acquired | $ 71,050 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years |
Goodwill and Intangibles (Det33
Goodwill and Intangibles (Details Textuals) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Jun. 30, 2017USD ($) | |
Goodwill [Line Items] | |||
Number of Reporting Units | 6 | ||
Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount | 30.00% | ||
Goodwill and Intangibles (Textuals) [Abstract] | |||
Amortization expense for the remainder of 2018 | $ 11,900 | ||
Amortization expense for 2019 | 46,600 | ||
Amortization expense for 2020 | 45,100 | ||
Amortization expense for 2021 | 42,700 | ||
Amortization expense for 2022 | 40,300 | ||
Amortization expense for 2023 | 37,800 | ||
Measurement period adjustment impact [Domain] | |||
Goodwill [Line Items] | |||
Amortization | $ 156 | ||
Service Center Based Distribution Segment [Member] | |||
Goodwill [Line Items] | |||
Goodwill, Purchase Accounting Adjustments | $ 3,220 | ||
Accumulated goodwill impairment losses | 64,794 | ||
Fluid Power & Flow Control Segment [Member] | |||
Goodwill [Line Items] | |||
Accumulated goodwill impairment losses | $ 36,605 | ||
Customer Relationships [Member] | |||
Goodwill [Line Items] | |||
Finite-Lived Intangible Assets, Purchase Accounting Adjustments | 2,636 | ||
Trade Names [Member] | |||
Goodwill [Line Items] | |||
Finite-Lived Intangible Assets, Purchase Accounting Adjustments | $ 584 |
Debt (Details)
Debt (Details) - USD ($) | 9 Months Ended | |
Mar. 31, 2018 | Jun. 30, 2017 | |
Line of Credit Facility [Line Items] | ||
Letters of Credit Outstanding, Amount | $ 2,698,000 | |
Debt Issuance Costs, Current, Net | 551,000 | $ 105,000 |
Debt Issuance Costs, Noncurrent, Net | 1,936,000 | 294,000 |
Revolving Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | 250,000,000 | |
Line of Credit Facility, Amount Outstanding | 87,500,000 | |
Letters of Credit Outstanding, Amount | 3,637,000 | 2,441,000 |
Line of Credit Facility, Remaining Borrowing Capacity | $ 158,863,000 | 247,559,000 |
Debt, Weighted Average Interest Rate | 3.49% | |
Revolving Credit Facility [Member] | Minimum [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Commitment Fee Percentage | 0.10% | |
Revolving Credit Facility [Member] | Maximum [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Commitment Fee Percentage | 0.20% | |
Long-term Debt [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Face Amount | $ 780,000,000 | |
Long-term Debt | $ 780,000,000 | $ 120,313,000 |
Long-term Debt, Percentage Bearing Variable Interest, Percentage Rate | 3.69% | 2.25% |
Prudential Facility [Domain] | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt | $ 170,000,000 | |
Debt Instrument, Unused Borrowing Capacity, Amount | 50,000,000 | |
Prudential Facility [Domain] | Minimum [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Fee Amount | 0.0025 | |
Prudential Facility [Domain] | Maximum [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Fee Amount | 0.0125 | |
Prudential Facility - Series C [Member] | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt | $ 120,000,000 | |
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 3.19% | |
Prudential Facility - Series D [Member] | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt | $ 50,000,000 | |
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 3.21% | |
State of Ohio Assumed Debt [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Face Amount | $ 2,359,000 | |
Long-term Debt | $ 1,496,000 | $ 1,669,000 |
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 1.50% |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Jun. 30, 2017 |
Level 1 [Member] | Recurring [Member] | ||
Fair Value Measurements (Textuals) [Line Items] | ||
Marketable securities | $ 10,051 | $ 10,481 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2018 | Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 28.06% | 35.00% | |
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent | 21.00% | ||
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount | $ 8,823 | ||
Tax Cuts and Jobs Act - Transition tax amount | 3,936 | ||
Tax Cuts and Jobs Act - Net Tax Benefit | $ 2,952 | $ 4,915 |
Shareholders' Equity Accumulate
Shareholders' Equity Accumulated Other Comprehensive Income (Loss) [Table] (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance at beginning of period | $ (81,702) | |||
Other Comprehensive (Loss) Income, Unrealized loss on securities available for sale | $ 6 | $ 1 | 20 | $ 50 |
Amounts reclassified from accumulated other comprehensive (loss) income | (14) | 77 | (32) | 231 |
Net current-period other comprehensive (loss) income, Foreign Currency Translation Adjustment | (378) | 8,132 | 1,714 | (4,147) |
Net current-period other comprehensive (loss) income, Total accumulated other comprehensive income (loss) | (386) | 8,210 | 1,702 | (3,866) |
Balance at end of period | (80,000) | (80,000) | ||
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance at beginning of period | (77,355) | (93,964) | (79,447) | (81,685) |
Other Comprehensive (Loss) Income, Foreign Currency Translation Adjustment | (378) | 8,132 | 1,714 | (4,147) |
Amounts reclassified from accumulated other comprehensive (loss) income | 0 | 0 | 0 | 0 |
Net current-period other comprehensive (loss) income, Foreign Currency Translation Adjustment | (378) | 8,132 | 1,714 | (4,147) |
Balance at end of period | (77,733) | (85,832) | (77,733) | (85,832) |
Unrealized gain (loss) on securities available for sale [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance at beginning of period | 35 | 11 | 21 | (38) |
Other Comprehensive (Loss) Income, Unrealized loss on securities available for sale | 6 | 1 | 20 | 50 |
Amounts reclassified from accumulated other comprehensive (loss) income | 0 | 0 | 0 | 0 |
Net current-period other comprehensive (loss) income, Unrealized gain (loss) on securities available for sale | 6 | 1 | 20 | 50 |
Balance at end of period | 41 | 12 | 41 | 12 |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance at beginning of period | (2,294) | (3,669) | (2,276) | (3,823) |
Other Comprehensive (Loss) Income, Postemployment Benefits, | 0 | 0 | 0 | 0 |
Net current-period other comprehensive (loss) income, Postemployment benefits | (14) | 77 | (32) | 231 |
Balance at end of period | (2,308) | (3,592) | (2,308) | (3,592) |
AOCI Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance at beginning of period | (79,614) | (97,622) | (81,702) | (85,546) |
Other Comprehensive (Loss) Income, Total accumulated other comprehensive income (loss) | (372) | 8,133 | 1,734 | (4,097) |
Net current-period other comprehensive (loss) income, Total accumulated other comprehensive income (loss) | (386) | 8,210 | 1,702 | (3,866) |
Balance at end of period | $ (80,000) | $ (89,412) | $ (80,000) | $ (89,412) |
Shareholders' Equity (Details 1
Shareholders' Equity (Details 1 ) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustments, before Tax | $ (353) | $ 8,132 | $ 1,775 | $ (4,147) |
Foreign currency translation adjustments, Tax | 25 | 0 | 61 | 0 |
Foreign currency translation adjustments, net of Tax | (378) | 8,132 | 1,714 | (4,147) |
Postemployment benefits: | ||||
Reclassification of actuarial (gains) losses and prior service cost into SD&A expense and included in net periodic pension costs, before Tax | (19) | 125 | (55) | 377 |
Reclassification of actuarial (gains) losses and prior service cost into SD&A expense and included in net periodic pension costs, Tax | (5) | 48 | (23) | 146 |
Reclassification of actuarial (gains) losses and prior service cost into SD&A expense and included in net periodic pension costs, net of Tax | (14) | 77 | (32) | 231 |
Unrealized gain on investment securities available for sale, before Tax | (3) | 11 | 39 | 77 |
Unrealized gain on investment securities available for sale, Tax | (9) | 10 | 19 | 27 |
Unrealized gain on investment securities available for sale, Net of Tax | 6 | 1 | 20 | 50 |
Other comprehensive (loss) income, before tax | (375) | 8,268 | 1,759 | (3,693) |
Other comprehensive (loss) income, Tax | 11 | 58 | 57 | 173 |
Other comprehensive (loss) income, net of tax | $ (386) | $ 8,210 | $ 1,702 | $ (3,866) |
Shareholders' Equity Shareholde
Shareholders' Equity Shareholders Equity Details Textuals (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2018 | Mar. 31, 2017 | |
Statement of Stockholders' Equity [Abstract] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 67 | 313 | 270 |
Benefit Plans (Details)
Benefit Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Components of net periodic cost: | ||||
Service cost | $ 36 | $ 38 | $ 107 | $ 115 |
Pension Benefits [Member] | ||||
Components of net periodic cost: | ||||
Service cost | 31 | 31 | 93 | 94 |
Interest cost | 182 | 173 | 549 | 519 |
Expected return on plan assets | (118) | (115) | (355) | (345) |
Recognized net actuarial loss (gain) | 106 | 218 | 318 | 654 |
Amortization of prior service cost | 7 | 22 | 21 | 65 |
Net periodic cost | 208 | 329 | 626 | 987 |
Retiree Health Care Benefits [Member] | ||||
Components of net periodic cost: | ||||
Service cost | 5 | 7 | 14 | 21 |
Interest cost | 13 | 16 | 39 | 48 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Recognized net actuarial loss (gain) | (39) | (45) | (116) | (136) |
Amortization of prior service cost | (92) | (68) | (276) | (203) |
Net periodic cost | $ (113) | $ (90) | $ (339) | $ (270) |
Benefit Plans (Details Textuals
Benefit Plans (Details Textuals) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Defined Benefit Plan, Service Cost | $ 36 | $ 38 | $ 107 | $ 115 |
Net other periodic post-employment costs | 59 | 201 | 180 | 602 |
Pension Plans, Defined Benefit [Member] | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Defined Benefit Plan, Service Cost | 31 | 31 | 93 | 94 |
Benefit Plans (Textuals) [Abstract] | ||||
Contribution to benefit plan | 2,700 | |||
Expected contribution to benefit plans for remainder of fiscal year | 120 | 120 | ||
Retiree Health Care Benefits [Member] | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Defined Benefit Plan, Service Cost | 5 | $ 7 | 14 | $ 21 |
Benefit Plans (Textuals) [Abstract] | ||||
Contribution to benefit plan | 143 | |||
Expected contribution to benefit plans for remainder of fiscal year | $ 47 | $ 47 |
Segment and Geographic Inform42
Segment and Geographic Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Jun. 30, 2017 | |
Segment financial information | |||||
Net sales | $ 827,665 | $ 679,304 | $ 2,175,553 | $ 1,912,275 | |
Operating income for reportable segments | 56,444 | 45,668 | 154,996 | 126,943 | |
Assets used in business | 2,272,323 | 1,346,691 | 2,272,323 | 1,346,691 | $ 1,387,595 |
Depreciation and amortization of property | 4,713 | 3,877 | 12,721 | 11,364 | |
Capital expenditures | 6,439 | 5,077 | 17,898 | 11,787 | |
Operating Segments [Member] | |||||
Segment financial information | |||||
Operating income for reportable segments | 74,813 | 48,310 | 165,655 | 117,571 | |
Service Center Based Distribution [Member] | |||||
Segment financial information | |||||
Net sales | 601,214 | 573,797 | 1,725,734 | 1,617,361 | |
Operating income for reportable segments | 48,229 | 36,042 | 111,957 | 85,125 | |
Assets used in business | 1,202,593 | 1,184,150 | 1,202,593 | 1,184,150 | |
Depreciation and amortization of property | 3,885 | 3,650 | 11,356 | 10,674 | |
Capital expenditures | 4,385 | 3,228 | 14,754 | 9,496 | |
Fluid Power & Flow Control Segment [Member] | |||||
Segment financial information | |||||
Net sales | 226,451 | 105,507 | 449,819 | 294,914 | |
Operating income for reportable segments | 26,584 | 12,268 | 53,698 | 32,446 | |
Assets used in business | 1,069,730 | 162,541 | 1,069,730 | 162,541 | |
Depreciation and amortization of property | 828 | 227 | 1,365 | 690 | |
Capital expenditures | $ 2,054 | $ 1,849 | $ 3,144 | $ 2,291 |
Segment and Geographic Inform43
Segment and Geographic Information (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Reconciliation of operating income for reportable segments to the consolidated income before income taxes | ||||
Operating Income | $ 56,444 | $ 45,668 | $ 154,996 | $ 126,943 |
Adjustment for: | ||||
Intangible amortization | 21,326 | 18,387 | ||
Corporate and other expense (income), net | 8,569 | (3,414) | (10,667) | (27,759) |
Interest Expense, net | 8,216 | 2,165 | 12,521 | 6,411 |
Other (Income) Expense, net | (1,291) | 154 | (2,022) | (54) |
Income before income taxes | 49,519 | 43,349 | 144,497 | 120,586 |
Operating Segments [Member] | ||||
Reconciliation of operating income for reportable segments to the consolidated income before income taxes | ||||
Operating Income | 74,813 | 48,310 | 165,655 | 117,571 |
Service Center Based Distribution [Member] | ||||
Reconciliation of operating income for reportable segments to the consolidated income before income taxes | ||||
Operating Income | 48,229 | 36,042 | 111,957 | 85,125 |
Adjustment for: | ||||
Intangible amortization | 4,311 | 4,714 | 13,248 | 14,312 |
Fluid Power & Flow Control Segment [Member] | ||||
Reconciliation of operating income for reportable segments to the consolidated income before income taxes | ||||
Operating Income | 26,584 | 12,268 | 53,698 | 32,446 |
Adjustment for: | ||||
Intangible amortization | $ 5,489 | $ 1,342 | $ 8,078 | $ 4,075 |
Segment and Geographic Inform44
Segment and Geographic Information (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Net sales are presented in geographic areas | ||||
Net Sales | $ 827,665 | $ 679,304 | $ 2,175,553 | $ 1,912,275 |
United States | ||||
Net sales are presented in geographic areas | ||||
Net Sales | 713,895 | 572,685 | 1,838,471 | 1,604,594 |
Canada | ||||
Net sales are presented in geographic areas | ||||
Net Sales | 68,112 | 65,527 | 202,408 | 190,312 |
Other countries | ||||
Net sales are presented in geographic areas | ||||
Net Sales | $ 45,658 | $ 41,092 | $ 134,674 | $ 117,369 |
Segment and Geographic Inform45
Segment and Geographic Information (Details Textuals) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 827,665 | $ 679,304 | $ 2,175,553 | $ 1,912,275 |
Intersegment Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | $ 6,706 | $ 6,757 | $ 18,461 | $ 17,285 |
Other (Income) Expense, Net (De
Other (Income) Expense, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Other Income and Expenses [Abstract] | ||||
Unrealized gain on assets held in rabbi trust for a non-qualified deferred compensation plan | $ 0 | $ (446) | $ (784) | $ (890) |
Foreign currency transactions loss | 130 | 544 | 79 | 202 |
Net other periodic post-employment costs | 59 | 201 | 180 | 602 |
Life insurance (income) expense, net | (1,488) | (160) | (1,495) | 32 |
Other, net | 8 | 15 | (2) | 0 |
Total other (income) expense, net | $ (1,291) | $ 154 | $ (2,022) | $ (54) |